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

  FORM 10-QSB

  [X] Quarterly Report Pursuant to Section 13 or 15(d) of
  the Securities Exchange Act of 1934

  For the quarterly period ended               Commission File Number
  June 30, 2004                                     1-16525

                         CVD EQUIPMENT CORPORATION
            (Exact name of registrant as specified in its charter)

        New York                                        11-2621692
   (State or other jurisdiction                    I.R.S. Employer
    of incorporation or organization)              Identification No.)

                         1860 Smithtown Avenue
                      Ronkonkoma, New York 11779
               (Address of principal executive office)

  Registrant's telephone number, including area code (631) 981-7081


  Indicated by check mark whether the Registrant (1) has filed all reports to be
  filed by Section 13 or 15(d) of the Securities and Exchange Act of 1934 during
  the preceding 12 months (or for such shorter period that the Registrant was
  required to file such reports), and (2) has been subject to such filing
  requirements for the past 90 days.

                              Yes  X        No

  Indicate by check mark whether registrant is an accelerated filer (as defined
  in Rule 12b-2 of the Exchange Act).

                              Yes          No  X

  As of August 13, 2004 3,039,100 shares of the issuer's common stock, par value
  $.01, were outstanding.


  CVD EQUIPMENT CORPORATION AND SUBSIDIARY

  Index
  <TABLE>
  <CAPTION>
  <S>                                                                    <C>
  Part I - Financial Information

     Item 1 - Financial Statements (Unaudited)


     Consolidated Balance Sheets at June 30, 2004 (Unaudited) and
        December 31, 2003                                                  2

     Comparative Consolidated Statements of Operations (Unaudited) for
        the three and six months ended June 30, 2004 and 2003              3

     Comparative Consolidated Statements of Cash Flows (Unaudited) for
        the six months ended June 30, 2004 and 2003                        4

     Notes to Unaudited Consolidated Financial Statements                  5

     Item 2 - Management's Discussion and Analysis of Financial Condition
        and Results of Operations                                          10

     Item 3 - Controls and Procedures                                      13

  Part II - Other Information                                              14

          Item 1 - Legal Proceedings                                       14
          Item 2 - Changes in Securities and Use of Proceeds               14
          Item 3 - Defaults Upon Senior Securities                         14
          Item 4 - Submission of Matters to a Vote of Security Holders     14
          Item 5 - Other Information                                       14
          Item 6 - Exhibits and Reports Filed on Form 8-K                  14

  Signatures                                                               15
  Exhibit Index                                                            16
  Certification of Chief Executive Officer                                 17
  Certification of Chief Financial Officer                                 18
  Certification of Chief Executive Officer pursuant to
     U.S.C. Section 1350                                                   19
  Certification of Chief Financial Officer pursuant to
     U.S.C. Section 1350                                                   20
  </TABLE>
  <PAGE> 2
                         PART 1 - FINANCIAL INFORMATION
                         Item 1 - Financial Statements

                   CVD EQUIPMENT CORPORATION  AND SUBSIDIARY
                          Consolidated Balance Sheets
  <TABLE>
  <CAPTION>
                                                                               June 30, 2004
                                                                                (Unaudited)         December 31, 2003
                                                                             -----------------      -----------------
  <S>                                                                        <C>                    <C>
  ASSETS
  Current Assets:
    Cash and cash equivalents                                                $       555,958        $       321,490
    Accounts receivable, net                                                         907,838              1,819,744
    Cost  in excess of billings on uncompleted contracts                             541,437                575,734
    Inventories                                                                    1,818,841              1,425,851
    Other current assets                                                             117,470                 74,247

                                                                             -----------------      -----------------
    Total current assets                                                           3,941,544              4,217,066

  Property, plant and equipment, net                                               5,275,507              5,400,032
  Deferred income taxes                                                              440,362                440,362
  Other assets                                                                       240,993                144,458
  Intangible assets, net                                                             116,463                122,977
                                                                             -----------------      -----------------
                                                                             $    10,014,869        $    10,324,895
                                                                             =================      =================


  LIABILITIES AND STOCKHOLDERS' EQUITY
  Current Liabilities:
    Current maturities of long-term debt                                     $       207,806        $       177,381
    Short-term notes payable                                                            -                      -
    Accounts payable                                                                 549,485                520,525
    Accrued expenses                                                                 726,347                488,011
    Billings in excess of costs on uncompleted contracts                                -                   174,068
                                                                             -----------------      -----------------
    Total current liabilities                                                      1,483,638              1,359,985

  Long-term debt, net of current portion                                           3,237,440              3,336,400
                                                                             -----------------      -----------------
    Total liabilities                                                              4,721,078              4,696,385
                                                                             -----------------      -----------------
  Commitments and contingencies                                                         -                      -

  Stockholders' Equity
    Common stock, par value  $.01 per share, authorized10,000,000 shares;
    issued and outstanding, 3,039,100 shares                                          30,391                 30,391
    Additional paid-in capital                                                     2,902,149              2,902,149
    Retained earnings                                                              2,361,251              2,695,970
                                                                             -----------------      -----------------
                                                                                   5,293,791              5,628,510
                                                                             -----------------      -----------------
                                                                             $    10,014,869        $    10,324,895
                                                                             =================      =================


  <FN>
                   See notes to the consolidated financial statements.
  </TABLE>
                                       2
  <PAGE> 3
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                     Consolidated Statements of Operations
                                  (Unaudited)
  <TABLE>
  <CAPTION>
                                                          Three Months Ended June 30            Six Months Ended June 30
                                                            2004              2003               2004              2003
                                                       ---------------   ---------------    ---------------   ---------------
  <S>                                                  <C>               <C>                <C>               <C>
  Revenue:
    Revenue on completed contracts                     $    1,695,323    $    1,440,743     $    3,531,257    $    3,971,524
    Revenue on uncompleted contracts                           31,275           583,711            387,276         1,680,067
                                                       ---------------   ---------------    ---------------   ---------------
                                                            1,726,598         2,024,454          3,918,533         5,651,591
                                                       ---------------   ---------------    ---------------   ---------------
  Costs of Revenue
    Cost on completed contracts                             1,158,334         1,351,679          2,508,821         3,482,469
    Cost on uncompleted contracts                              12,732           518,600            264,310         1,042,095
                                                       ---------------   ---------------    ---------------   ---------------
                                                            1,171,066         1,870,279          2,773,131         4,524,564
                                                       ---------------   ---------------    ---------------   ---------------

  Gross profit                                                555,532           154,175          1,145,402         1,127,027
                                                       ---------------   ---------------    ---------------   ---------------

  Operating expenses
    Selling and shipping                                      164,715            71,922            309,693           425,915
    General and administrative                                587,255           545,915          1,068,687         1,126,413
                                                       ---------------   ---------------    ---------------   ---------------
  Total operating expenses                                    751,970           617,837          1,378,380         1,552,328

  Operating loss                                             (196,438)         (463,662)          (232,978)         (425,301)
                                                       ---------------   ---------------    ---------------   ---------------

  Other income (expense)
    Interest income                                               236               110                345               234
    Interest expense                                          (53,999)          (60,793)          (110,866)         (123,762)
    Other income                                                7,885           195,954              9,900           263,930
                                                       ---------------   ---------------    ---------------   ---------------
  Total other (expense) income                                (45,878)          135,271           (100,621)          140,402

  Loss before income taxes                                   (242,316)         (328,391)          (333,599)         (284,899)

  Income tax provision                                           (800)           15,170             (1,120)              -
                                                       ---------------   ---------------    ---------------   ---------------

  Net loss                                             $     (243,116)   $     (313,221)    $     (334,719)    $    (284,899)
                                                       ===============   ===============    ===============   ===============

  Basic loss per common share                          $        (0.08)   $        (0.10)             (0.11)            (0.09)
                                                       ===============   ===============    ===============   ===============

  Diluted loss per common share                        $        (0.08)   $        (0.10)             (0.11)            (0.09)
                                                       ===============   ===============    ===============   ===============

  Weighted average common shares outstanding
    basic loss per share                                    3,039,100         3,039,100          3,039,100         3,039,100

  Effect of potential common share issuance:
    Stock options                                                -                 -                  -                 -
                                                       ---------------   ---------------    ---------------   ---------------

  Weighted average common shares outstanding
    diluted loss per share                                  3,039,100         3,039,100          3,039,100         3,039,100
                                                       ===============   ===============    ===============   ===============


  <FN>
                See notes to the consolidated financial statements
  </TABLE>
                                       3
  <PAGE> 4
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                     Consolidated Statements of Cash Flows
                                  (Unaudited)
  <TABLE>
  <CAPTION>
                                                                                     Six Months Ended June 30
                                                                                   2004                   2003
                                                                             -----------------      -----------------
  <S>                                                                        <C>                    <C>
  Cash flows from operating activities
    Net loss                                                                 $      (334,719)       $      (284,899)
    Adjustments to reconcile net loss to net cash provided by operating activities:
    Depreciation and amortization                                                    178,518                180,150
    Bad debt provision                                                                (3,691)                 1,358
   Changes in operating assets and liabilities:
    Accounts receivable                                                              915,597                158,050
    Cost in excess of billings on uncompleted contracts                               34,297               (359,762)
    Inventory                                                                       (392,990)               505,638
    Other current assets                                                             (43,223)               (17,924)
    Other assets                                                                    (121,005)               (48,799)
     Accounts payable                                                                 28,960                219,981
     Accrued expenses                                                                238,336               (140,976)
     Billing in excess of costs on uncompleted contracts                            (174,068)              (146,387)

                                                                             -----------------      -----------------
  Net cash provided by operating activities                                          326,012                 66,430
                                                                             -----------------      -----------------

  Cash flows from investing activities:
       Capital expenditures                                                          (23,009)               (49,029)

                                                                             -----------------      -----------------
  Net cash used in investing activities                                              (23,009)               (49,029)
                                                                             -----------------      -----------------

  Cash flows from financing activities:
       Proceeds from short-term borrowings                                           575,000                315,000
       Payments of short-term borrowings                                            (575,000)              (315,000)
       Proceeds from long-term debt                                                   26,460                    -
       Payments of long-term debt                                                    (94,995)               (87,182)

                                                                             -----------------      -----------------
  Net cash used in financing activities                                              (68,535)               (87,182)
                                                                             -----------------      -----------------

  Net increase (decrease) in cash and cash equivalents                               234,468                (69,781)

  Cash and cash equivalents at beginning of period                                   321,490                323,537
                                                                             -----------------      -----------------

  Cash and cash equivalents at end of period                                 $       555,958        $       253,756
                                                                             =================      =================


  <FN>
                  See notes to consolidated financial statements
  </TABLE>
                                       4
  <PAGE> 5
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
  (UNAUDITED)


  NOTE 1: BASIS OF PRESENTATION

  The accompanying unaudited financial statements have been prepared in
  accordance with accounting principles generally accepted in the United
  States of America for interim financial information and with the
  instructions to Form 10-QSB and Item 310(b) of Regulation S-B. Accordingly,
  they do not include all of the information and footnotes required by
  accounting principles generally accepted in the United States of America for
  complete financial statements. In the opinion of management, all adjustments
  (consisting of normal recurring accruals) considered necessary for a fair
  presentation have been included and all such adjustments are of a normal
  recurring nature. The operating results for the three and six months ended
  June 30, 2004 are not necessarily indicative of the results that can be
  expected for the year ending December 31, 2004.

  The balance sheet as of December 31, 2003 has been derived from the audited
  financial statements at such date, but does not include all of the
  information and footnotes required by accounting principles generally
  accepted in the United States of America for complete financial statements.

  For further information, please refer to the consolidated financial
  statements and footnotes thereto included in the Company's Annual Report of
  Form 10-KSB for the year ended December 31, 2003.

  Recently Issued Accounting Standards

  In January 2003, the FASB issued FASB Interpretation No. 46, Consolidation
  of Variable Interest Entities ("FIN 46"). FIN 46 clarifies the application
  of Accounting Research Bulletin No. 51, Consolidated Financial Statements,
  to certain entities in which equity investors do not have the
  characteristics of a controlling financial interest or do not have
  sufficient equity at risk for the entity to finance its activities without
  additional subordinated financial support from other parties. The Company is
  required to adopt the provision of FIN 46 for variable interest entities
  created after January 31, 2003. The adoption of FIN 46 is not expected to
  have a material impact on the Company's consolidated financial statements.


                                       5
  <PAGE> 6

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


  NOTE 1:   BASIS OF PRESENTATION (continued)
            Recently Issued Accounting Standards (continued)

  In April 2003, the FASB issued Statement No. 149 (SFAS No. 149), "Amendment
  of Statement No. 133 on Derivative Instruments and Hedging Activities." SFAS
  No. 149 amends and clarifies accounting for derivative instruments,
  including certain derivative instruments embedded in other contracts, and
  for hedging activities under SFAS No. 133, and is effective for contracts
  entered into or modified after June 30, 2003. The adoption of SFAS No. 149
  is not expected to have a material impact on the Company's consolidated
  financial statements.

  In May 2003, the FASB issued Statement No. 150 (SFAS No. 150) "Accounting
  for Certain Financial Instruments with Characteristics of Both Liabilities
  and Equity." SFAS No. 150 established standards for how an issuer classifies
  and measures certain financial instruments with characteristics of both
  liabilities and equity. This statement requires that an issuer classify a
  financial instrument that is within its scope as a liability (or an asset in
  some circumstances). Many of those instruments were previously classified as
  equity. SFAS No. 150 is effective for financial statements entered into or
  modified after May 31, 2003 and otherwise is effective at the beginning of
  the first interim period beginning after June 15, 2003. The adoption of SFAS
  No. 150 is not expected to have a material impact on the Company's
  consolidated financial statements.

  In December 2003, the FASB amended Statement No. 132 (SFAS No. 132)
  "Employers' Disclosures about Pensions and Other Postretirement Benefits",
  and amendment of FASB Statements No. 87, 88 and 106.  SFAS 132 improves
  financial statement disclosure for defined benefit plans and requires that
  companies provide more details about their plan assets, benefit obligations,
  cash flows, benefit costs and other relevant information. SFAS No. 132 is
  effective for fiscal years ending after December 15, 2003, and for quarters
  beginning after December 15, 2003. The adoption of SFAS No. 132 is not
  expected to have a material impact on the Company's consolidated financial
  statements.

  NOTE 2:   REVENUE RECOGNITION

  The Company recognizes revenues and income using the percentage-of-
  completion method for complex major products while revenues from other
  products are recorded when such products are accepted and shipped. Profits
  on contracts for complex major products are recorded on the basis of the
  Company's estimates of the percentage-of-completion of individual contracts,
  commencing when progress reaches a point where experience is sufficient to
  estimate final

                                       6
  <PAGE> 7

                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


  NOTE 2:   REVENUE RECOGNITION (continued)

  results with reasonable accuracy. Under this method, revenues are recognized
  based on costs incurred to date compared with total estimated costs.

  The asset, "Costs and estimated earnings in excess of billings on
  uncompleted contracts," represents revenues recognized in excess of amounts
  billed.

  The liability, "Billings in excess of costs on uncompleted contracts"
  represents amounts billed in excess of revenues earned.

  NOTE 3:   UNCOMPLETED CONTRACTS
  <TABLE>
  <CAPTION>
  Costs, estimated earnings and billings on uncompleted contracts are summarized as follows:

                                                      June 30, 2004       December 31, 2003
                                                    -----------------     -----------------
  <S>                                               <C>                   <C>
  Costs incurred on uncompleted contracts           $       264,310       $       303,772
  Estimated earnings                                        864,527               951,894
                                                    -----------------     -----------------
                                                          1,128,837             1,255,666
  Billings to date                                         (587,400)             (854,000)
                                                    -----------------     -----------------
                                                    $       541,437       $       401,666
                                                    -----------------     -----------------
  Included in accompanying balance sheets
    Under the following captions:

     Costs and estimated earnings in excess
       of billings on uncompleted contracts         $       541,437       $       575,734
    Billings in excess of costs and estimate
       earnings on uncompleted contracts                          0              (174,068)
                                                    -----------------     -----------------
                                                    $       541,437       $       401,666
                                                    -----------------     -----------------

  </TABLE>
                                       7

  <PAGE> 8
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



  NOTE 4:   INVENTORY
  <TABLE>
  <CAPTION>
  Inventories consist of the following:

                                                      June 30, 2004       December 31, 2003
                                                    -----------------     -----------------
  <S>                                               <C>                   <C>
  Raw materials                                     $     1,088,519       $       777,893
  Work-in-process                                           363,523               108,350
  Finished goods                                            366,799               539,608

                                                    $     1,818,841       $     1,425,851
  </TABLE>
  NOTE 5:   BAD DEBTS

  The Company records an allowance for uncollectible amounts based on a review
  of the collectibility of its accounts receivable. Management determines the
  adequacy of this allowance by analyzing historical bad debts, continually
  evaluating individual customer's receivables and considering the customer's
  financial condition and current economic conditions. If the financial
  condition of the customers were to deteriorate, resulting in an impairment
  of their ability to make payments, additional allowances could be required.


  NOTE 6:   SHORT TERM BORROWINGS
  <TABLE>
  <CAPTION>

                                                      June 30, 2004       December 31, 2003
                                                    -----------------     -----------------
  <S>                                               <C>                   <C>
                                                            $0                    $0
  </TABLE>
  The Company has a line of credit with a bank permitting the Company to
  borrow up to $1,000,000 which will be subject to renewal on June 1, 2005.
  Interest is payable on any unpaid principal balance at the bank's prime rate
  plus _ of 1%. Borrowings are collateralized by the Company's assets


  NOTE 7:   OTHER INCOME
  Other income for the three and six months ended June 30, 2003 consists
  primarily of cash received on the collection of accounts receivable
  exceeding the amount booked as part of the purchase of assets of
  Conceptronic's Inc. Surface Mount Technology (SMT) business.

                                       8

  <PAGE> 9
                    CVD EQUIPMENT CORPORATION AND SUBSIDIARY
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS



  NOTE 8:   STOCK OPTION PLANS

  The Company accounts for the stock option plans under the recognition and
  measurement principles of APB Opinion No. 25, Accounting for Stock Issued to
  Employees, and related interpretations. The following table illustrates the
  effect on net income and earnings per share if the Company had applied the
  fair value recognition provisions of FASB Statement No. 123, accounting for
  Stock-based Compensation, to stock-based employee compensation.
  <TABLE>
  <CAPTION>
                                                               Six Months Ended June 30
                                                                2004              2003
                                                           ---------------   ---------------
  <S>                                                      <C>               <C>
  Net loss as reported                                     $    (334,719)    $    (284,899)

  Add: Stock-based employee
  compensation expense included in
  reported net income, net of
  related tax effects                                               -                 -

  Deduct: Total stock-based employee
  compensation expense determined
  under fair value based method for
  all awards, net of related tax effects                         (37,249)          (14,839)

  Pro forma net income (loss)                              $    (371,968)    $    (299,738)
                                                           ---------------   ---------------


  (Loss) earnings per share:
          Basic-as reported                                $       (0.11)    $       (0.09)
                                                           ---------------   ---------------
          Basic-pro forma                                  $       (0.12)    $       (0.10)
                                                           ---------------   ---------------

          Diluted-as reported                              $       (0.11)    $       (0.09)
                                                           ---------------   ---------------
          Diluted-pro forma                                $       (0.12)    $       (0.10)
                                                           ---------------   ---------------
  </TABLE>
                                       9
  <PAGE> 10

  Item 2.   Management's Discussion and Analysis of Financial Condition and
  Results of Operations

  The following discussion and analysis should be read in conjunction with the
  consolidated financial statements and accompanying notes filed as part of
  this report.

  Except for historical information contained herein, this "Management's
  Discussion and Analysis of Financial Condition and Results of Operations"
  contains forward-looking statements within the meaning of the U.S. Private
  Securities Litigation Reform Act of 1995, as amended. These statements
  involve known and unknown risks, uncertainties and other factors which may
  cause the actual results, performance, or achievements of the Company to be
  materially different from any future results, performance, or achievements
  expressed or implied by such forward-looking statements. These forward-
  looking statements were based on various factors and were derived utilizing
  numerous important assumptions and other important factors that could cause
  actual results to differ materially from those in the forward-looking
  statements. Important assumptions and other factors that could cause actual
  results to differ materially from those in the forward-looking statements,
  include but are not limited to: competition in the Company's existing and
  potential future product lines of business; the Company's ability to obtain
  financing on acceptable terms if and when needed; uncertainty as to the
  Company's future profitability, uncertainty as to the future profitability
  of acquired businesses or product lines, uncertainty as to any future
  expansion of the Company. Other factors and assumptions not identified above
  were also involved in the derivation of these forward-looking statements and
  the failure of such assumptions to be realized as well as other factors may
  also cause actual results to differ materially from those projected. The
  Company assumes no obligation to update these forward looking statements to
  reflect actual results, changes in assumptions or changes in other factors
  affecting such forward-looking statements.

  Results of Operations

  Revenue for the three month period ended June 30, 2004 was $1,726,598
  compared to $2,024,454 for the three month period ended June 30, 2003, a
  decrease of  approximately $298,000 or 14.7%. The overall softness in the
  economy has caused some existing and potential customers to either reduce or
  delay their capital expenditures which has negatively impacted the revenue
  generated from the manufacture of CVD and SDC equipment gas and chemical
  delivery systems. The Company has utilized this "slow" time to redesign and
  re-engineer some Conceptronic and Research International product lines into
  more cost effective and efficient systems enabling us to implement our
  marketing strategy to sell these products.

  Revenue for the six months ended June 30, 2004 was $3,918,533 a decrease of
  $1,733,058 or 30.7% compared to the $5,651,591 of revenue achieved in the
  six month period ended June 30, 2003.  The Company's relocation of its
  corporate headquarters during the quarter ended


                                       10

  <PAGE> 11
  December 31, 2002 resulted in a slowdown in productivity. Products that
  would have been completed and shipped prior to December 31, 2002 were
  completed and shipped during the first three months of 2003 resulting in
  higher revenues for that six month period.

  The Company's gross profit increased to $555,532 during the three months
  ended June 30, 2004, an increase of approximately $401,000 or 260.3%
  compared to the three months ended June 30, 2003. Additionally, the gross
  profit margin increased from 7.6% in the three month period ended June 30,
  2003 to 32.2% in the current three month period. This increase is
  attributable to two factors: The gross margin for three months ended June
  30, 2003 was lower than normal as a result of the high costs associated with
  products sold through the Conceptronic division which had recently been
  acquired. Over the subsequent twelve months, by assimilating Conceptronic
  into the Company's mainstream we were able to reduce these costs. The second
  factor is attributable to the engineering and design modifications the
  Company has been able to make to the product line.

  Gross profits and gross profit margin for the six months ended June 30, 2004
  increased by $18,375 and 9.3% respectively, compared to the six months ended
  June 30, 2003. Both of these increases are attributable to the same reasons
  as mentioned above for the three month period, cost reductions and
  engineering and design modifications. As a result the gross profit margin
  increased to approximately 29.2% compared to 19.9% for the same period one
  year ago, despite lower overall revenues for the period.

  For the six months ended June 30, 2004, the Company's selling and shipping
  expenses were $309,693 which represents a decrease of approximately $116,000
  or 27.3% compared to the approximately $426,000 incurred during the six
  months ended June 30, 2003. This is primarily a result of the reduction in
  the Company's sales force and the increased reliability placed on
  distributors in addition to the lower sales volume.

  The Company incurred approximately $587,000 of general and administrative
  expenses during the quarter ended June 30, 2004, an increase of 7.6% or
  $41,000 compared to the $546,000 of general and administrative expenses
  incurred in the quarter ended June 30, 2003. This is a result of increases
  in various expenses such as real estate taxes and employee benefits during
  the current quarter.

  General and administrative expenses for the six months ended June 30, 2004
  were $1,068,687, representing a 5.1% decrease compared to approximately
  $1,126,000 for the six months ended June 30, 2003. This is primarily
  attributable to the higher than normal costs during the six months ended
  June 30, 2003 prior to the assimilation of Conceptronic into the Company
  mainstream.

  Interest expense for the three and six months ended June 30, 2004 decreased
  to approximately $54,000 and $111,000 respectively compared to approximately
  $61,000 and $124,000 for the

                                       11
  <PAGE> 12

  three and six months ended June 30, 2003, a reduction of 11.2% and 10.4%
  respectively, as a result of reduced borrowing by the Company on its short-
  term revolving credit line.

  Other income decreased by approximately $188,000 and $254,000 for the three
  and six months ended June 30, 2004 compared to the same respective periods
  one year earlier. During the three month period ended June 30, 2003 the
  Company collected approximately $150,000 as an insurance reimbursement for
  legal fees and $42,000 in collections of accounts receivable in excess of
  the $369,000 recorded as part of the purchase of the assets of
  Conceptronic's Inc. Surface Mount Technology (SMT) business. During the six
  months ended June 30, 2003 the Company collected $106,000 of accounts
  receivable in excess of the amount recorded as part of the purchase of the
  assets of Conceptronic's Inc. Surface Mount Technology (SMT) business in
  addition to the $150,000 received as an insurance reimbursement. The Company
  did not receive any income from those sources during the current three and
  six month period.

  Liquidity and Capital Resources

  As of June 30, 2004, the Company had an aggregate working capital of
  approximately $2,458,000 compared to an aggregate working capital of
  $2,857,000 at December 31, 2003 and had available cash and cash equivalents
  of $555,958 compared to $321,490 at December 31, 2003. The increase in cash
  is attributable to the daily operating activities.

  Accounts receivable as of June 30, 2004 was $907,838 compared to $1,819,744
  as of December 31, 2003. This decrease is attributable to timing of customer
  payments and reduced billings.

  As of June 30, 2004 the Company's backlog increased to approximately
  $2,683,000 from the approximately $1,738,000 at December 31, 2003. During
  the latter part of the period ended June 30, 2004, the Company had completed
  some of the enhancements to the Conceptronic product line and thus began
  increasing its marketing efforts in that area. This has contributed to the
  increased backlog as of June 30, 2004. The timing for completion of the
  backlog varies depending on the product mix, however, there is generally a
  one to six month lag in the completion and shipping of backlogged product.

  On June 1, 2004, the Company and its bank renewed its one year line of
  credit facility which permits the Company to borrow up to $1,000,000.
  Interest is payable on any unpaid principal balance at the bank's prime rate
  plus _ of 1%. As of June 30, 2004, there was no outstanding balance on this
  facility. Borrowings are collateralized by the Company's assets.

  The Company believes that its cash, cash equivalents and available credit
  facilities will be sufficient to meet its working capital and investment
  requirements for the next twelve months. However, future growth, including
  potential acquisitions, may require additional funding, and from time to
  time the Company may need to raise capital through additional equity or debt
  financing.

                                       12
  <PAGE> 13

  Item 3.   Controls and Procedures.

  Evaluation of Disclosure Controls and Procedures

  Based on their evaluation as of a date within 90 days of the filing of this
  Form 10-QSB, our management, with the participation of our Chief Executive
  Officer and Chief Financial Officer, conducted an evaluation of the
  effectiveness of the design and operation of our disclosure controls and
  procedures, as required by Exchange Act Rule 13a-15. Based upon that
  evaluation, the Chief Executive Officer and Chief Financial Officer have
  concluded that our disclosure controls and procedures were effective to
  insure that information required to be disclosed by us in reports that we
  file or submit under the Exchange Act is recorded, processed, summarized and
  reported within the time periods specified by the SEC's rules and forms.

  Changes in Internal Controls

  There were no significant changes in the Company's internal controls over
  financial reporting that occurred during the quarter ended June 30, 2004
  that have materially affected, or are reasonably likely to materially
  affect, the internal controls over financial reporting.

  Limitations on the Effectiveness of Controls

  We believe that a control system, no matter how well designed and operated,
  cannot provide absolute assurance that the objectives of the control systems
  are met, and no evaluation of controls can provide absolute assurance that
  all control issues and instances of fraud, if any, within a company have
  been detected.

                                       13
  <PAGE> 14

                           CVD EQUIPMENT CORPORATION

                                    PART II

                               OTHER INFORMATION


  Item 1.         Legal Proceedings.

                          None.

  Item 2.         Changes in Securities and Use of Proceeds.

                          None.

  Item 3.         Defaults Upon Senior Securities

                          None.

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

                          None.

  Item 5.         Other Information.

                          None.

  Item 6.         Exhibits and Reports Filed on Form 8-K

                  (a)     Exhibits filed with this report:

  31.1      Certification of Chief Executive Officer

  31.2      Certification of Chief Financial Officer

  32.1      Certification of Chief Executive Officer pursuant to U.S.C.
            Section 1350

  32.2      Certification of Chief Financial Officer pursuant to U.S.C.
            Section 1350


                  (b)     Reports on Form 8-K
                           None

                                       14

  <PAGE> 15
                                   SIGNATURES


  Pursuant to the requirements of the Securities Exchange Act of 1934, the
  registrant has duly caused this report to be signed on its behalf by the
  undersigned, thereunto duly authorized, this 16th day of August 2004.

                          CVD EQUIPMENT CORPORATION
                          By: /s/ Leonard A. Rosenbaum
                              Leonard A. Rosenbaum
                              Chief Executive Officer
                              (Principal Executive Officer)

                          By: /s/ Glen R. Charles
                              Glen R. Charles
                              Chief Financial Officer
                              (Principal Financial and
                                 Accounting Officer)




                                       15
  <PAGE> 16

                                 EXHIBIT INDEX


  EXHIBIT
  NUMBER          DESCRIPTION

  31.1           Certification of Chief Executive Officer *

  31.2           Certification of Chief Financial Officer *

  32.1           Certification of Chief Executive Officer pursuant to U.S.C.
                 Section 1350 *

  32.2           Certification of Chief Financial Officer pursuant to U.S.C.
                 Section 1350 *

  * Filed herewith

                                       16
  <PAGE> 17
                                                                 Exhibit 31.1
  Certifications Pursuant to Rule 13A-14 or 15D-14 of the Securities Exchange
  Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
  2002

  I, Leonard A. Rosenbaum, certify that:
       1. I have reviewed this quarterly report on Form 10-QSB of CVD
       Equipment Corporation;

       2. Based on my knowledge, this report does not contain any untrue
       statement of a material fact or omit to state a material fact necessary
       to make the statements made, in light of the circumstances under which
       such statements were made, not misleading with respect to the period
       covered by this report;

       3. Based on my knowledge, the financial statements, and other financial
       information included in this report, fairly present in all material
       respects the financial condition, results of operations and cash flows
       of the registrant as of, and for, the periods presented in this report.

       4. The registrant's other certifying officer and I are responsible for
       establishing and maintaining disclosure controls and procedures (as
       defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the
       registrant and have:

            a. Designed such disclosure controls and procedures, or caused
            such disclosure controls and procedures to be designed under our
            supervision, to ensure that material information relating to the
            registrant, including its consolidated subsidiaries, is made known
            to us by others within those entities, particularly during the
            period in which this report is being prepared;
            b. Evaluated the effectiveness of the registrant's disclosure
            controls and procedures and presented in this report our
            conclusions about the effectiveness of the disclosure controls and
            procedures, as of the end of the period covered by this report
            based on such evaluation; and
            c. Disclosed in this report any change in the registrant's
            internal control over financial reporting that occurred during the
            registrant's most recent fiscal quarter (the registrant's fourth
            fiscal quarter in the case of an annual report) that has
            materially affected, or is reasonably likely to materially affect,
            the registrant's internal control over financial reporting; and

       5. The registrant's other certifying officer and I have disclosed,
       based on our most recent evaluation of internal control over financial
       reporting, to the registrant's auditors and the audit committee of the
       registrants' board of directors (or persons performing the equivalent
       functions):

            a. All significant deficiencies and material weaknesses in the
            design or operation of internal control over financial reporting
            which are reasonably likely to adversely affect the registrant's
            ability to record, process, summarize and report financial
            information; and
            b. Any fraud, whether or not material, that involves management or
            other employees who have a significant role in the registrant's
            internal control over financial reporting.


    Dated: August 16, 2004

     /s/ Leonard A. Rosenbaum
     ----------------------------------------
     President, Chief Executive Officer and Director
                                       17
  <PAGE> 18
                                                                 Exhibit 31.2
  Certifications Pursuant to Rule 13A-14 or 15D-14 of the Securities exchange
  act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
  2002

  I, Glen R. Charles, certify that:
       1. I have reviewed this quarterly report on Form 10-QSB of CVD
       Equipment Corporation;

       2. Based on my knowledge, this report does not contain any untrue
       statement of a material fact or omit to state a material fact necessary
       to make the statements made, in light of the circumstances under which
       such statements were made, not misleading with respect to the period
       covered by this report;

       3. Based on my knowledge, the financial statements, and other financial
       information included in this report, fairly present in all material
       respects the financial condition, results of operations and cash flows
       of the registrant as of, and for, the periods presented in this report.

       4. The registrant's other certifying officer and I are responsible for
       establishing and maintaining disclosure controls and procedures (as
       defined in Exchange Act Rules 13a-15(e) and 15d-15(e) for the
       registrant and have:

            a. Designed such disclosure controls and procedures, or caused
            such disclosure controls and procedures to be designed under our
            supervision, to ensure that material information relating to the
            registrant, including its consolidated subsidiaries, is made known
            to us by others within those entities, particularly during the
            period in which this report is being prepared;
            b.  Evaluated the effectiveness of the registrant's disclosure
            controls and procedures and presented in this report our
            conclusions about the effectiveness of the disclosure controls and
            procedures, as of the end of the period covered by this report
            based on such evaluation; and
            c. Disclosed in this report any change in the registrant's
            internal control over financial reporting that occurred during the
            registrant's most recent fiscal quarter (the registrant's fourth
            fiscal quarter in the case of an annual report) that has
            materially affected, or is reasonably likely to materially affect,
            the registrant's internal control over financial reporting; and

       5. The registrant's other certifying officer and I have disclosed,
       based on our most recent evaluation of internal control over financial
       reporting, to the registrant's auditors and the audit committee of the
       registrants' board of directors (or persons performing the equivalent
       functions):

            a. All significant deficiencies and material weaknesses in the
            design or operation of internal control over financial reporting
            which are reasonably likely to adversely affect the registrant's
            ability to record, process, summarize and report financial
            information; and
            b. Any fraud, whether or not material, that involves management or
            other employees who have a significant role in the registrant's
            internal controls over financial reporting.


    Dated: August 16, 2004

     /s/ Glen R. Charles
     ----------------------------------------
     Chief Financial Officer
                                       18
  <PAGE> 19
                                                                Exhibit 32.1

                  Certification of Principal Executive Officer
                        Pursuant to U.S.C. Section 1350
        As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
                                      2002



  I, Leonard A. Rosenbaum, President and Chief Executive Officer of CVD
  Equipment Corporation, hereby certify, to my knowledge, that the quarterly
  report on Form 10-QSB for the period ending March 31, 2004 of CVD Equipment
  Corporation (the "Form 10-QSB") fully complies with the requirements of
  Section 13 (a) or 15 (d) of the Securities Exchange Act of 1934 and the
  information contained in the Form 10-QSB fairly presents, in all material
  respects, the financial condition and results of operations of CVD Equipment
  Corporation.


  Dated: August 16, 2004      /s/   Leonard A. Rosenbaum
                                         Leonard A. Rosenbaum
                                 Chief Executive Officer
                                         (Principal Executive Officer)


                                       19
  <PAGE> 20

                                                                Exhibit 32.2

                  Certification of Principal Financial Officer
                        Pursuant to U.S.C. Section 1350
        As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
                                      2002



  I, Glen R. Charles, Chief Financial Officer of CVD Equipment Corporation,
  hereby certify, to my knowledge, that the quarterly report on Form 10-QSB
  for the period ending March 31, 2004 of CVD Equipment Corporation (the "Form
  10-QSB") fully complies with the requirements of Section 13 (a) or 15 (d) of
  the Securities Exchange Act of 1934 and the information contained in the
  Form 10-QSB fairly presents, in all material respects, the financial
  condition and results of operations of CVD Equipment Corporation.


  Dated: August 16, 2004  /s/ Glen R. Charles
                          Glen R. Charles
                          Chief Financial Officer
                          (Principal Financial Officer)


                                       20