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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549





FORM 10-Q/A

(Amendment No. 1)







|x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------------

For the quarterly period ended December 31, 2006

OR



| ̈ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------------

For the transition period from 
to

Commission File Number
000-09358





BULOVA TECHNOLOGIES GROUP, INC.

(Exact name of registrant as specified in its charter)







|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|Florida                                                        |  | 83-0245581                       
|(State or other jurisdiction of
incorporation or organization) |  | (IRS Employer
Identification No.)

19337 U.S. Highway 19 North, Suite 525

Clearwater, Florida 33764

(Address of principal executive offices) (Zip Code)

(727) 536-6666

(Registrants telephone number, including area code)





Securities registered pursuant to Section 12(b) of the Act: None

Securities registered pursuant to Section 12(g) of the Act:

Common Stock, $.01 par value

(Title of Class)





Indicate by check mark whether
the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the 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 the registrant has submitted electronically and posted on its corporate Web site, if any, every
Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such
files).    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 the 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 company |  | x

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

As of March 29, 2010, the Company had 80,052,909 shares of Common Stock outstanding.









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EXPLANATORY NOTE

This Amendment No. 1 on Form 10-Q/A (this Form 10-Q/A) amends our Quarterly Report on Form 10-Q for the quarter ended December 31, 2006, as
initially filed with the Securities and Exchange Commission (the SEC) on March 31, 2010, as the interim financial statements contained in this report have now been reviewed by an independent registered public accountant as required by
Rule 10-01(d) of Regulation S-X. This Amendment is being filed to include the required certifications of the Companys principal executive officer and principal financial officer previously omitted.

Except for the addition of the aforementioned certifications, this Form 10-Q/A continues to describe conditions as presented in the original report on
Form 10-Q filed on March 31, 2010. This Amendment does not reflect events occurring after the date of the Original Filing or modify or update any disclosures that may have been affected by subsequent events. Except as described above, all other
information included in the Original Filing remains unchanged.

BULOVA TECHNOLOGIES GROUP, INC.

FORM 10-Q/A

(Amendment No. 1)

FOR THE QUARTER ENDED DECEMBER 31, 2006

TABLE OF CONTENTS



|                                                                                              |  |     
|--------------------------------------------------------------------------------------------- |  | ----
|                                                                                              |  | Page
|PART I  FINANCIAL INFORMATION                                                                |  |     
|                                                                                              | 
|Item 1. Consolidated Financial Statements                                                     |  | 3   
|                                                                                              | 
|Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations |  | 8   
|                                                                                              | 
|Item 4. Controls and Procedures                                                               |  | 9   
|                                                                                              | 
|PART II  OTHER INFORMATION                                                                   |  |     
|                                                                                              | 
|Item 6. Exhibits                                                                              |  | 9   
|                                                                                              | 
|Signatures                                                                                    |  | 10  



2



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PART I



|Item 1. | Consolidated Financial Statements
|------- | ---------------------------------

BULOVA TECHNOLOGIES GROUP, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS



|                                                                                                                               |  |                             |            |   |               |   |            |  
|------------------------------------------------------------------------------------------------------------------------------ |  | --------------------------- | ---------- | - | ------------- | - | ---------- | -
|                                                                                                                               |  | December 31,2006(unaudited) |            |   | June 30, 2006 |  
|ASSETS                                                                                                                         |  |                             |            |   |               |   |            |  
|Cash and equivalents                                                                                                           |  | $                           | 44,121     |   |               | $ | 135,334    |  
|Accounts receivable                                                                                                            |  |                             | 100,365    |   |               |   | 470        |  
|Prepaid and other                                                                                                              |  |                             | 9,547      |   |               |   | 18,000     |  
|                                                                                                                               |  |                             |            |   |               |   |            |  
|Total current assets                                                                                                           |  |                             | 154,033    |   |               |   | 153,804    |  
|Computer systems and software                                                                                                  |  |                             | 250,514    |   |               |   | 246,047    |  
|Furniture and fixtures                                                                                                         |  |                             | 15,436     |   |               |   | 14,395     |  
|Vehicle                                                                                                                        |  |                             | 20,397     |   |               |   | 20,397     |  
|                                                                                                                               |  |                             |            |   |               |   |            |  
|                                                                                                                               |  |                             | 286,347    |   |               |   | 280,839    |  
|Less: accumulated depreciation                                                                                                 |  |                             | (241,216   | ) |               |   | (224,104   | )
|                                                                                                                               |  |                             |            |   |               |   |            |  
|Property and equipment, net                                                                                                    |  |                             | 45,131     |   |               |   | 56,735     |  
|                                                                                                                               |  |                             |            |   |               |   |            |  
|                                                                                                                               |  | $                           | 199,164    |   |               | $ | 210,539    |  
|                                                                                                                               |  |                             |            |   |               |   |            |  
|                                                                                                                               |  |                            
|LIABILITIES AND SHAREHOLDERS EQUITY                                                                                           |  |                             |            |   |               |   |            |  
|Accounts payable and accrued expenses                                                                                          |  | $                           | 169,804    |   |               | $ | 175,831    |  
|Unearned revenue                                                                                                               |  |                             | 207,270    |   |               |   | 96,051     |  
|Shareholder advances                                                                                                           |  |                             | 139,700    |   |               |   | 144,800    |  
|Loan payable  eSPG                                                                                                            |  |                             | 195,000    |   |               |   | 195,000    |  
|                                                                                                                               |  |                             |            |   |               |   |            |  
|Total current liabilities                                                                                                      |  |                             | 711,774    |   |               |   | 611,682    |  
|Notes payable  stockholder                                                                                                    |  |                             | 345,000    |   |               |   | 345,000    |  
|                                                                                                                               |  |                             |            |   |               |   |            |  
|                                                                                                                               |  |                             | 1,056,774  |   |               |   | 956,682    |  
|                                                                                                                               |  |                             |            |   |               |   |            |  
|Commitments and contingencies (Note 4)                                                                                         |  |                             |           |   |               |   |           |  
|                                                                                                                               |  |                            
|Shareholders deficit:                                                                                                         |  |                             |            |   |               |   |            |  
|Common stock, $.01 par; authorized 50,000,000 shares; 39,326,943 issued and outstanding at December 31, 2006 and
June 30, 2006 |  |                             | 393,269    |   |               |   | 393,269    |  
|Additional paid in capital in excess of par                                                                                    |  |                             | 5,617,509  |   |               |   | 5,617,509  |  
|Retained earnings (deficit)                                                                                                    |  |                             | (6,830,204 | ) |               |   | (6,718,737 | )
|Treasury stock at cost  45,000 shares                                                                                         |  |                             | (38,184    | ) |               |   | (38,184    | )
|                                                                                                                               |  |                             |            |   |               |   |            |  
|                                                                                                                               |  |                             | (857,610   | ) |               |   | (746,143   | )
|                                                                                                                               |  |                             |            |   |               |   |            |  
|                                                                                                                               |  | $                           | 199,164    |   |               | $ | 210,539    |  
|                                                                                                                               |  |                             |            |   |               |   |            |  

See notes to consolidated financial statements.



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BULOVA TECHNOLOGIES GROUP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF INCOME

THREE MONTHS AND SIX MONTHS ENDED DECEMBER 31, 2006 AND 2005

(Unaudited)



|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|--------------------------------------------------------------------------------------- |  | ------------------------------ | ---------- | - | ---------------------------- | - | ---------- | ---- |  | - | ---------- | - |  | - | ---------- | -
|                                                                                        |  | Three Months EndedDecember 31, |            |   | Six Months EndedDecember 31, |  
|                                                                                        |  | 2006                           |            |   | 2005                         |   |            | 2006 |  |   | 2005       |  
|Revenues                                                                                |  | $                              | 154,935    |   |                              | $ | 253,789    |      |  | $ | 359,019    |   |  | $ | 327,006    |  
|Cost of revenues                                                                        |  |                                | 77,258     |   |                              |   | 101,703    |      |  |   | 154,202    |   |  |   | 145,058    |  
|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|Gross profit (loss)                                                                     |  |                                | 77,677     |   |                              |   | 152,086    |      |  |   | 204,817    |   |  |   | 181,948    |  
|Selling and administrative expenses                                                     |  |                                | 150,647    |   |                              |   | 144,705    |      |  |   | 302,484    |   |  |   | 267,376    |  
|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|Income (loss) from operations                                                           |  |                                | (72,970    | ) |                              |   | 7,381      |      |  |   | (97,667    | ) |  |   | (85,428    | )
|Other income (expense)                                                                  |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|Interest expense                                                                        |  |                                | (6,900     | ) |                              |   | (6,928     | )    |  |   | (13,800    | ) |  |   | (14,072    | )
|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|Income (loss) before Income taxes                                                       |  |                                | (79,870    | ) |                              |   | 453        |      |  |   | (31,597    | ) |  |   | (99,500    | )
|Income tax expense                                                                      |  |                                |           |   |                              |   |           |      |  |   |           |   |  |   |           |  
|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|Net income (loss)                                                                       |  | $                              | (79,870    | ) |                              | $ | 453        |      |  | $ | (111,467   | ) |  | $ | (99,500    | )
|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|Basic and diluted net income (loss) per share                                           |  | $                              | .00        |   |                              | $ | .00        |      |  | $ | .00        |   |  | $ | .00        |  
|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  
|Weighted average shares used in computing basic and diluted net (loss) per common share |  |                                | 39,326,943 |   |                              |   | 39,325,943 |      |  |   | 39,326,943 |   |  |   | 39,325,943 |  
|                                                                                        |  |                                |            |   |                              |   |            |      |  |   |            |   |  |   |            |  

See notes to consolidated financial statements.



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BULOVA TECHNOLOGIES GROUP, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

SIX MONTHS ENDED DECEMBER 31, 2006 AND 2005

(Unaudited)



|                                                                                  |  |      |          |   |      |   |         |  
|--------------------------------------------------------------------------------- |  | ---- | -------- | - | ---- | - | ------- | -
|                                                                                  |  | 2006 |          |   | 2005 |  
|Cash flows from operating activities:                                             |  |      |          |   |      |   |         |  
|Net income                                                                        |  | $    | (111,467 | ) |      | $ | (99,500 | )
|Adjustments to reconcile net income to net cash provided by operating activities: |  |      |          |   |      |   |         |  
|Depreciation                                                                      |  |      | 17,112   |   |      |   | 17,002  |  
|Changes in operating assets and liabilities                                       |  |      |          |   |      |   |         |  
|Accounts receivable                                                               |  |      | (99,895  | ) |      |   | (33,350 | )
|Prepaid expenses and other assets                                                 |  |      | 8,453    |   |      |   | (435    | )
|Accounts payable and accrued expenses                                             |  |      | (6,027   | ) |      |   | 60,172  |  
|Unearned revenue                                                                  |  |      | 111,219  |   |      |   | 113,065 |  
|                                                                                  |  |      |          |   |      |   |         |  
|Net cash provided by (used in) operating activities                               |  |      | (80,605  | ) |      |   | 56,954  |  
|Cash flows from investing activities:                                             |  |      |          |   |      |   |         |  
|Purchase of property and equipment                                                |  |      | (5,508   | ) |      |   | (2,443  | )
|                                                                                  |  |      |          |   |      |   |         |  
|Net cash used in investing activities                                             |  |      | (5,508   | ) |      |   | (2,443  | )
|Cash flows from financing activities                                              |  |      |          |   |      |   |         |  
|Payment of capital lease obligations                                              |  |      |         |   |      |   | (4,925  | )
|Borrowings on notes payable - stockholder                                         |  |      |         |   |      |   | 79,000  |  
|Repayments of shareholder advances                                                |  |      | (5,100   | ) |      |   |        |  
|                                                                                  |  |      |          |   |      |   |         |  
|Net cash used in financing activities                                             |  |      | (5,100   | ) |      |   | 74,075  |  
|                                                                                  |  |      |          |   |      |   |         |  
|Net Increase (Decrease) in Cash and Cash Equivalents                              |  |      | (91,213  | ) |      |   | 128,586 |  
|Cash and cash equivalents, beginning                                              |  |      | 135,334  |   |      |   | 2,568   |  
|                                                                                  |  |      |          |   |      |   |         |  
|Cash and cash equivalents, ending                                                 |  | $    | 44,121   |   |      | $ | 131,154 |  
|                                                                                  |  |      |          |   |      |   |         |  

See notes to consolidated financial statements.



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BULOVA TECHNOLOGIES GROUP, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

SIX MONTHS ENDED DECEMBER 31, 2006 AND 2005

(Unaudited)

1.
Description of business:

Bulova Technologies Group, Inc. (BLVT or the Company) was originally incorporated in
Wyoming in 1979 under the name of Tyrex Oil Company. In 2008, the Company filed for domestication to the State of Florida, and in November 2008, the Company changed its name to Bulova Technologies Group, Inc. We had two wholly owned
subsidiaries for the year ended June 30, 2006, including 3Si, Inc., a Colorado corporation (3Si), where all of our operations were conducted during the period covered by this report, and KEWi.net, Inc., also a Colorado corporation, which was
dormant.

On May 28, 1997, BLVT acquired 100% of the common stock of 3Si, Inc. (3Si). 3Si was incorporated in the State of
Colorado in 1979. The acquisition was accounted for as a purchase of BLVT by 3Si, since the reverse merger resulted in 72% of the outstanding stock of TSIH being held by the 3Si stockholders.

KEWi.net, Inc. (KEWi) was incorporated in February 1999 as a BLVT subsidiary in Colorado. BLVT owned 69% of the outstanding common stock of
KEWi as of June 30, 2003. Effective September 23, 2003 (Note I), the Company acquired the 31% minority interest in KEWi and now owns 100% of KEWi.net, Inc.

The Company focuses its efforts on the marketing, sales, and integration of KEWi products including its KEWi product line. The Companys principal
services provided during the three months and six months ended December 31, 2006 and 2005 were web site development using the KEWi products, and the licensing of the KEWi Internet-based customer support system.

2. Principles of consolidation and basis of presentation:

The consolidated financial statements include the Companys majority-owned Subsidiary. All inter-company balances and transactions have been
eliminated.

The accompanying condensed consolidated balance sheet as of June 30, 2006, has been derived from audited financial
statements and the unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in annual
financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the
information not misleading. It is suggested that these condensed financial statements be read in conjunction with the consolidated financial statements and the notes thereto included in the Companys latest Form 10-K. In the opinion of
management, the accompanying condensed consolidated financial statements contain all adjustments (consisting solely of normal recurring adjustments) necessary to present fairly the financial position as of December 31, 2006 and the results of
operations and cash flows for the three and six months ended December 31, 2006 and 2005.

The results of operations for interim periods
are not necessarily indicative of the results to be expected for the full year.

Business Segments

BLVT currently operates only in the business segment related to its KEWi products. KEWi is a family of software products that provide collaboration,
content management, and business process management tools to corporations. Revenues are all attributed to operations within the United States. Long-lived assets are all located within the United States.

Use of Estimates

The preparation of the Companys financial statements in conformity with generally accepted accounting principles requires management to make
estimates and assumptions that affect the amounts reported in these financial statements and accompanying notes. Actual results could differ from those estimates.

Cash and Cash Equivalents

For purposes of the statements of cash flows, the Company considers all highly liquid investments with an original maturity of three months or less to be
cash equivalents.



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BULOVA TECHNOLOGIES GROUP, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Continued)

SIX MONTHS ENDED DECEMBER 31, 2006 AND 2005

(Unaudited)

Property and Equipment and Depreciation

Depreciation has been provided in amounts sufficient to allocate the costs of depreciable assets to operations over their estimated useful lives of three
to seven years using the straight-line method. The Company has capitalized $103,612 of equipment that was acquired through the assumption of capital lease obligations. These assets are amortized on a straight-line basis over the lesser of lease
period or estimated useful life, depending on the lease terms.

Revenue Recognition

The Companys revenue recognition policies are in compliance with all applicable accounting regulations, including American Institute of Certified
Public Accountants (AICPA) Statements of Position (SOP) 97-2 and 98-4, Software Revenue Recognition. These statements provide criteria to be met in order for revenue to be recognized. In summary, the Company
recognizes revenues from the sale of software products when it can be determined that persuasive evidence of an arrangement exists, delivery has occurred, the vendors fee is fixed or determinable and collect-ability is probable. Revenues from
other contract services are generally recognized under the percentage-of-completion method, as measured by achievement of the milestones specified in the agreements.

Maintenance and support revenues are recognized ratably over the term of the related agreements.

Revenue from licensed software is recognized ratably over the license period.

Software Development Costs

Software development costs are expensed as research costs until the Company has determined that the software has achieved technological feasibility, will
result in probable future economic benefits, and management has committed to funding the project. Thereafter, the costs to develop the software are capitalized and amortized using the straight-line method over the remaining estimated useful lives.
To date, all software development costs have been expensed due to the development nature of the Companys business and products.

Effect of Recent Accounting Pronouncements

The Company reviews new accounting standards as issued. Although some of these accounting standards may be applicable to the Company, the Company has not
identified any standards that it believes merit further discussion. The Company expects that none of the new standards would have a significant impact on its consolidated financial statements.

3. Shareholder Advances and Note Payable to Shareholder

Prior to 2005, the former President and CEO who is still a Director and principal stockholder had loaned $495,412 to us. As of June 30, 2005, we
renegotiated that debt with the following terms and conditions:

In May 2005, $345,000 of the debt was converted to a Note from us with
quarterly interest only payments at an eight percent (8%) simple annualized interest rate equaling $6,900 per payment over a period not to exceed seven years from the first payment. The last payment shall be in the principal amount of $345,000 plus
the last interest amount of $6,900. The $345,000 debt has been classified as long term in the accompanying balance sheet.

During the fiscal
year ending June 30, 2005, an amount of $150,000 or a portion of a currently outstanding note to a shareholder was extinguished in exchange for a cashless exercise of 3,000,000 stock options at $0.05 per share or $150,000.

Advances from certain shareholders have been made at various times. The amounts are listed separately on the balance sheet. These amounts are due on
demand.

4. Commitments and Contingencies

Operating Lease

The Company leased
office space under a month to month operating lease. Subsequent to June 30, 2007, and effective July 1, 2007, the Company sold its operations to certain members of management, who assumed all operations and corresponding commitments and
liabilities. Consequently, the Company has no further lease commitments beyond that date.



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|Item 2. | Managements Discussion and Analysis of Financial Condition and Results of Operations
|------- | -------------------------------------------------------------------------------------

FORWARD LOOKING STATEMENTS

Certain portions of this report, and particularly the Managements Discussion and Analysis of Financial Condition and Results of Operations, and
the Notes to Consolidated Financial Statements, contain forward-looking statements which represent the Companys expectations or beliefs concerning future events. The Company cautions that these statements are further qualified by important
factors that could cause actual results to differ materially from those in the forward-looking statements.

1. Overview:

Critical accounting policies:

We believe our revenue recognition policies are in compliance with all applicable accounting regulations, including American Institute of Certified Public
Accountants (AICPA) Statements of Position (SOP) 97-2 and 98-4, Software Revenue Recognition. These statements provide criteria to be met in order for revenue to be recognized. In summary, we recognize revenues
from the sale of software products when it can be determined that persuasive evidence of an arrangement exists, delivery and acceptance has occurred, the vendors fee is fixed or determinable and collectability is probable. Revenues from other
contract services are generally recognized under the percentage-of-completion method, as measured by achievement of the milestones specified in the agreements. Maintenance and support revenues are recognized ratably over the term of the related
agreements. The KEWi software purchased via our ASP model is licensed to the users on a monthly subscription basis. License revenue is recognized monthly as the service is provided unless the customer has purchased an enterprise site license.

Business Segments:

BLVT currently operates only in the business segment related to its KEWi products. KEWi is a family of software products that provide collaboration,
content management, and business process management tools to corporations. Revenues are all attributed to operations within the United States. Long-lived assets are all located within the United States.

2. Results of operations:

For the
three months ended December 31, 2006 compared to the three months ended December 31, 2005.

Revenue for the quarter ended
December 31, 2006 was $154,935 compared to $253,789 for the quarter ended December 31, 2005, a decrease of 39%. We expect that our revenue will vary for each quarter based upon the timing and magnitude of the major projects undertaken for
these and other potential customers.

Cost of revenue of $77,258 for the quarter ended December 31, 2006 compared to $101,703 for the
quarter ended December 31, 2005 represents a decrease of 24%. Cost of revenues includes project management and software engineering costs, depreciation and subcontract labor.

Gross profit for the quarter ended December 31, 2006 was $77,677 compared to $152,086 for the quarter ended December 31, 2005.

Operating expenses of $150,647 for the quarter ended December 31, 2006 increased by 4% compared to $144,705 for the quarter ended December 31,
2005.

Net loss was $(79,870) for the quarter ended December 31, 2006 compared to a net income of $453 for the quarter ended
December 31, 2005.

For the six months ended December 31, 2006 compared to the six months ended December 31, 2005.

Revenue for the six months ended December 31, 2006 was $359,019 compared to $327,006 for the six months ended December 31,
2005, an increase of 10%. We expect that our revenue will vary for each quarter based upon the timing and magnitude of the major projects undertaken for these and other potential customers.

Cost of revenue of $154,202 for the six months ended December 31, 2006 compared to $145,058 for the six months ended December 31, 2005
represents an increase of 6%. Cost of revenues includes project management and software engineering costs, depreciation and subcontract labor.

Gross profit for the six months ended December 31, 2006 was $204,187 compared to $181,948 for the six months ended December 31, 2005.

Operating expenses of $302,484 for the six months ended December 31, 2006 increased by 13% compared to $267,376 for the six months ended
December 31, 2005.



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Net loss was $(111,467) for the six months ended December , 2006 compared to a net loss of $(99,500) for the
six months ended December 31, 2005.

3. Liquidity and capital resources:

To date, operating funds have been provided primarily by sales of common stock, and to a lesser degree, funds provided by revenue from our products.

If we are not successful in obtaining profitability and positive cash flow, additional capital may be required to maintain ongoing
operations. We have explored and are continuing to explore options to provide additional financing to fund future operations as well as other possible courses of action. Such actions include, but are not limited to, securing a line of credit, sales
of debt or equity securities (which may result in dilution to existing shareholders), licensing of technology, strategic alliances and other similar actions. There can be no assurance that we will be able to obtain additional funding (if needed)
through a sale of our common stock or loans from financial institutions or other third parties or through any of the actions discussed above. If we cannot sustain profitable operations and additional capital is unavailable, lack of liquidity could
have a material adverse effect on our business viability, financial position, results of operations and cash flows.

On August 23, 2005,
we entered into a Letter of Intent to engage in a business combination with Entellectual Solutions Properties Group, Inc. (eSPG) based in Tampa, Florida. As part of the terms of the Letter of Intent (LOI), eSPG loaned us the
principal sum of $195,000. The relevant LOI does not contain a charge for interest on this loan. If consummated, the proposed terms include a 50-50 split in ownership of us, provided that eSPG provides a minimum amount of working capital. As of the
date of this Report, we have discontinued negotiations on this proposed transaction. It is possible that we may also owe an additional $25,000 to eSPG for a break-up fee.

Our ability to meet our obligations for the next twelve months will depend largely on the amount of subscription revenue generated and sales to
additional prospects.



|Item 4. | Controls and Procedures
|------- | -----------------------

As required by
Rule 13a-15 under the Securities Exchange Act of 1934, as amended (the Exchange Act), the Company carried out an evaluation of the effectiveness of the design and operation of the Companys disclosure controls and procedures as
of the end of the period covered by this report. This evaluation was carried out under the supervision and with the participation of the Companys management, including the Companys principal executive officer and the Companys
principal financial officer. Based upon that evaluation, the principal executive officer and the principal financial officer concluded that the Companys disclosure controls and procedures are effective to ensure that information required to be
disclosed by the Company in reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms.

There was no significant change in the Companys internal control over financial reporting that occurred during the Companys most recent
fiscal quarter that has materially affected, or is reasonably likely to affect, the Companys internal control over financial reporting. The Company continues to enhance its internal controls over financial reporting, primarily by evaluating
and enhancing process and control documentation. Management discusses with and discloses these matters to the Audit Committee of the Board of Directors and the Companys auditors.

PART II  OTHER INFORMATION



|Item 6. | Exhibits
|------- | --------

(b)
Exhibits:



|     |  |                                                                                                                                                                   
|---- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.1 |  | Rule 13a-14(a) Certification of President and Principal Executive Officer                                                                                         
|     | 
|31.2 |  | Rule 13a-14(a) Certification of Treasurer and Principal Financial Officer                                                                                         
|     | 
|32.1 |  | Certification of President and Principal Executive Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002
|     | 
|32.2 |  | Certification of Treasurer and Principal Financial Officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of
2002



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##### Table of Contents

SIGNATURES

In accordance with the requirements of the Exchange Act, the Issuer caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.



BULOVA TECHNOLOGIES GROUP, INC.By

/S/ JOHN D. STANTONJohn D. Stanton
Principal Executive OfficerBy

/S/ JOHN D. STANTONJohn D. StantonPrincipal Financial Officer


DATED: May 21, 2010



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