Edgar Filing: ROCKWELL MEDICAL TECHNOLOGIES INC

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U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-QSB

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(MARK ONE)

[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934.

FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934.

FOR THE TRANSITION PERIOD FROM _________ TO ____________

COMMISSION FILE NUMBER: 000-23-661 ______________________

ROCKWELL MEDICAL TECHNOLOGIES, INC.
(Exact name of small business issuer as specified in its charter)

MICHIGAN 38-3317208
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(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)

30142 WIXOM ROAD
WIXOM, MICHIGAN 48393
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(Address of principal executive offices)

(248) 960-9009
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(Issuer's telephone number)

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(Former name, former address and former fiscal year, if changed since last
report)

Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 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
[ ]

State the number of shares outstanding of each of the issuer's classes of
common equity as of the latest practicable date: 8,608,530 Common Shares
outstanding as of April 30, 2005.

Transitional Small Business Disclosure Format (Check one):

Yes [ ] No [X]

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PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

ROCKWELL MEDICAL TECHNOLOGIES, INC. AND SUBSIDIARY

CONSOLIDATED BALANCE SHEETS

As of March 31, 2005 and December 31, 2004

(Whole Dollars)

MARCH 31, DECEMBER 31,
2005 2004
------------ ------------

ASSETS
Cash and Cash Equivalents................................................................ $ 866,480 $ 166,195
Restricted Cash Equivalents.............................................................. 8,662 8,662
Accounts Receivable, net of a reserve of $44,500 in 2005 and $44,500 in 2004............. 2,496,621 2,302,093
Inventory................................................................................ 2,649,960 1,652,457
Other Current Assets..................................................................... 195,492 111,630
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Total Current Assets................................................................. 6,217,215 4,241,037
Property and Equipment, net.............................................................. 1,966,644 2,048,665
Intangible Assets........................................................................ 361,663 369,508
Goodwill................................................................................. 920,745 920,745
Other Non-current Assets................................................................. 118,637 120,597
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Total Assets........................................................................ $ 9,584,904 $ 7,700,552
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY

Short Term Borrowings.................................................................... $ 511,000 $ 452,682
Notes Payable & Capitalized Lease Obligations............................................ 411,079 389,602
Accounts Payable......................................................................... 2,623,867 2,124,679
Customer Deposits........................................................................ 1,225,333 11,005
Accrued Liabilities...................................................................... 427,684 481,587
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Total Current Liabilities .......................................................... 5,198,963 3,459,555

Long Term Notes Payable & Capitalized Lease Obligations.................................. 750,657 818,678

Shareholders' Equity:
Common Share, no par value, 8,596,531 and 8,556,531 shares issued and outstanding........
11,974,659 11,870,909
Common Share Purchase Warrants, 3,761,071 and 3,761,071 shares issued and
outstanding.............................................................................. 320,150 320,150
Accumulated Deficit...................................................................... (8,659,525) (8,768,740)
------------ ------------
Total Shareholders' Equity......................................................... 3,635,284 3,422,319
------------ ------------

Total Liabilities And Shareholders' Equity.......................................... $ 9,584,904 $ 7,700,552
============ ============

The accompanying notes are an integral part of the consolidated financial
statements.

ROCKWELL MEDICAL TECHNOLOGIES, INC. AND SUBSIDIARY

CONSOLIDATED INCOME STATEMENTS

FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND MARCH 31, 2004

(WHOLE DOLLARS)
(Unaudited)

THREE MONTHS ENDED THREE MONTHS ENDED
MARCH 31, 2005 MARCH 31, 2004
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SALES .................................. $5,619,508 $4,307,844
Cost of Sales .......................... 4,950,092 3,612,884
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GROSS PROFIT ......................... 669,416 694,960
Selling, General and Administrative..... 647,659 570,411
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OPERATING INCOME ..................... 21,757 124,549
Other Income ........................... 137,468 -
Interest Expense, net .................. 50,010 44,332
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NET INCOME ........................... $ 109,215 $ 80,217
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BASIC EARNINGS PER SHARE ............... $ .01 $ .01

DILUTED EARNINGS PER SHARE ............ $ .01 $ .01

The accompanying notes are an integral part of the consolidated financial
statements.

ROCKWELL MEDICAL TECHNOLOGIES, INC. AND SUBSIDIARY

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND MARCH 31, 2004

(WHOLE DOLLARS)
(Unaudited)

2005 2004
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CASH FLOWS FROM OPERATING ACTIVITIES:
NET INCOME......................................................... $ 109,215 $ 80,217
Adjustments To Reconcile Net Income To Net Cash Used For
Operating Activities:
Depreciation and Amortization................................... 167,156 145,316

Changes in Assets and Liabilities:
Decrease (Increase) in Accounts Receivable.................... (194,528) 35,659
(Increase) in Inventory....................................... (997,503) (260,762)
(Increase) in Other Assets.................................... (81,902) (41,592)
Increase in Accounts Payable.................................. 499,188 569,607
Increase in Customer Deposits................................. 1,214,328 -
Increase (Decrease) in Other Liabilities...................... (53,903) 111,703
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Changes in Assets and Liabilities.......................... 385,680 414,615
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CASH PROVIDED BY OPERATING ACTIVITIES..................... 662,051 640,148

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Equipment........................................... (60,281) (162,443)
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CASH (USED IN) INVESTING ACTIVITIES....................... (60,281) (162,443)

CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from Borrowing on Line of Credit....................... 4,648,395 4,038,968
Payments on Line of Credit.................................... (4,590,077) (4,198,872)
Payments on Notes Payable and Capital Lease Obligations....... (63,553) (78,034)
Issuance of Common Shares..................................... 103,750 22,157
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CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES.......... 98,515 (215,781)

INCREASE IN CASH..................................................... 700,285 261,924
CASH AT BEGINNING OF PERIOD.......................................... 166,195 106,639
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CASH AT END OF PERIOD................................................ $ 866,480 $ 368,563
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Supplemental Cash Flow Disclosure:
Interest Paid.................................................... $ 50,057 $ 44,378
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Non-Cash Investing and Financing Activity -
Equipment Acquired Under Capital Lease Obligations............... $ 17,009 $ 185,648
=========== ===========

The accompanying notes are an integral part of the consolidated financial
statements.

ROCKWELL MEDICAL TECHNOLOGIES, INC. AND SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. DESCRIPTION OF BUSINESS

We manufacture, sell and distribute hemodialysis concentrates and other
ancillary medical products and supplies used in the treatment of patients with
kidneys that do not function properly. We supply our products to medical service
providers who treat patients with kidney disease. Our products are used to
cleanse patients' blood and replace nutrients during the kidney dialysis
process. We primarily sell our products in the United States.

We are regulated by the United States Food and Drug Administration (the
"FDA") under the Federal Drug and Cosmetics Act, as well as by other Federal,
state and local agencies. We have received 510(k) approval from the FDA to
market hemodialysis solutions and powders. We also have 510(k) approval to sell
our Dri-Sate (R)Dry Acid Concentrate product line and Dri-Sate(R) Dry Acid
Mixing System.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

BASIS OF PRESENTATION

Our consolidated financial statements include our accounts and the
accounts of our wholly owned subsidiary, Rockwell Transportation, Inc. All
intercompany balances and transactions have been eliminated.

In the opinion of our management, all adjustments have been included which
are necessary to make the financial statements not misleading. All of these
adjustments that are material are of a normal and recurring nature. Our
operating results for the three month period ended March 31, 2005 are not
necessarily indicative of the results to be expected for the year ending
December 31, 2005. You should read our unaudited interim financial statements
together with the financial statements and related footnotes for the year ended
December 31, 2004 included in our Annual Report on Form 10-KSB for the fiscal
year ended December 31, 2004. Our Annual Report on Form 10-KSB for the fiscal
year ended December 31, 2004 includes a description of our significant
accounting policies.

Revenue Recognition

We recognize revenue at the time we transfer title to our products to our
customers consistent with generally accepted accounting principles. Generally,
we recognize revenue when our products are delivered to our customer's location
consistent with our terms of sale. In most instances title for goods shipped
internationally transfers to the buyer once it leaves our facility and
therefore, we recognize revenue upon shipment to foreign customers.

We require certain customers, mostly international customers, to pay for
product prior to the transfer of title to the customer. Deposits received from
customers and payments in advance for orders are recorded as liabilities under
Customer Deposits until such time as orders are filled and title transfers to
the customer consistent with our terms of sale. At March 31, 2005, we had
customer deposits of $1,225,333.

EARNINGS PER SHARE

We computed our basic earnings (loss) per share using weighted average
shares outstanding for each respective period. Diluted earnings per share also
reflect the weighted average impact from the date of issuance of all potentially
dilutive securities, consisting of stock options and common share purchase
warrants, unless inclusion would have had an

antidilutive effect. Actual weighted average shares outstanding used in
calculating basic and diluted earnings per share were:

Three months ended
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March 31,
---------------------------
2005 2004
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Basic Weighted Average Shares Outstanding 8,580,267 8,535,524
Effect of Dilutive Securities 749,785 801,956
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Diluted Weighted Average Shares Outstanding 9,330,052 9,337,480
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3. LINE OF CREDIT

On March 29, 2005, we entered into a new line of credit with a
financial institution. The loan agreement provides for revolving borrowings by
us of up to $2,750,000. We are permitted to borrow up to 80% of eligible
accounts receivable and 40% of eligible inventory up to $600,000. Borrowings
under the loan agreement are secured by accounts receivable, inventory and
certain other assets. The annual interest rate payable on revolving borrowings
under the loan agreement is the lender's prime rate plus 75 basis points. The
lender's commitment to make revolving borrowings under the loan agreement
expires on March 31, 2006. As of March 31, 2005 we had borrowed $511,000 under
this line of credit.

4. OTHER INCOME

We were the plaintiff in certain litigation that was settled in the
first quarter of 2005. Since we have realized the full proceeds of the
settlement, which totaled approximately $241,000, we have recognized $137,468 of
other income from this settlement in the first quarter of 2005. A portion of the
cash received was from the exercise of stock options by the defendant which
totaled $103,750.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

Some of the statements in this report are forward-looking
statements. These forward-looking statements include statements relating to our
performance in this Management's Discussion and Analysis of Financial Condition
and Results of Operations. In addition, we may make forward-looking statements
in future filings with the Securities and Exchange Commission and in written
material, press releases and oral statements. Forward-looking statements include
statements regarding the intent, belief or current expectations of us or our
officers, including statements preceded by, followed by or including
forward-looking terminology such as "may," "might," "will," "should," "believe,"
"expect," "anticipate," "estimate," "continue," "predict," "forecast,"
"projected," or similar expressions, with respect to various matters.

Our actual results might differ materially from those projected in
the forward-looking statements depending on various important factors. These
important factors include the cost of obtaining FDA approval to market our new
iron supplemented dialysate product, the challenges associated with developing
new products, the uncertainty of acceptance of our products by the hemodialysis
community, competition in our market, and the other factors discussed under the
caption "Risk Factors" in our Registration Statement on Form SB-2 (file no.
333-31991) effective January 26, 1998 and elsewhere in our public filings and in
this report, all of which constitute cautionary statements identifying important
factors with respect to the forward-looking statements, including risks and
uncertainties, that could cause actual results to differ materially from those
in the forward-looking statements.

All forward-looking statements in this report are based on
information available to us on the date of this report. We do not undertake to
update any forward-looking statements that may be made by us or on our behalf in
this report or otherwise.

OVERVIEW

We operate in a single business segment: the manufacture and distribution
of hemodialysis concentrates, dialysis kits and ancillary products used in the
dialysis process. Our business has gained market share each year and our sales
have grown each year since our inception in 1996. In 2004, our revenue grew 20%
to $17.9 million and we earned $211,000. We increased our sales by over 30% for
the first three months of 2005 compared to last year's first quarter. Our net
earnings were $109,215 in the first quarter of 2005 and we expanded our
operations in the Southeastern United States by adding a third manufacturing
facility in March of 2005.

We believe that our core concentrate and supply business can continue to
be profitable; however, the dialysis supply market is very competitive and we
compete against companies with substantially greater resources than us. We
expect to continue growing our business while executing our strategic plan to
expand our product lines, expand our geographic reach and to develop our
proprietary technology.

We are seeking to gain FDA approval for our iron supplemented dialysate
product (which we also refer to as dialysate iron). We believe our iron
supplemented dialysate product has the potential to compete in the iron
maintenance therapy market. If we are successful in introducing our dialysate
iron product, we believe it is possible that we may also increase our market
share for the other products we sell. The cost to obtain regulatory approval for
a drug in the United States is substantial and we expect that the development
costs of our iron supplemented dialysate product will require us to raise
additional funds or collaborate with a strategic partner. These substantial
costs include those expected to be incurred in order to conduct required
clinical trials and to obtain marketing approval which costs may offset some or
all of any profits generated from sales of our existing products during the
approval process, and we may incur losses. We expect the approval process to
take between two and three years and there is no assurance we will be
successful.

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2005

Our sales in the first quarter of 2005 were $5,619,508 and increased
by 30.4% over the first quarter of 2004. Sales of our dialysis concentrates
represented 85% of our sales in the first quarter of 2005 and increased 40% over
the first quarter of 2004. Sales of our ancillary products decreased by a net
$68,000 largely as a result of a reduction of blood tubing sales to a single
customer which was partially offset by an increase in dialysis kit sales as a
result of the purchase order described below.

We have continued to realize sales growth with national and regional
dialysis chains throughout the eastern half of the United States over the last
year. In February of 2005, we announced that we had signed multiple supply
agreements with several dialysis chains and regional units of national chains in
the Southeastern United States. The aggregate annual revenue from these dialysis
chains is anticipated to be approximately $2,500,000. We began to fulfill these
supply agreements beginning in March of 2005 and expect to realize the full
quarterly revenue impact during the second quarter of 2005. We also opened a
third manufacturing facility in the month of March 2005 to support the business
under these supply agreements in addition to our existing portfolio of business
in the Southeastern United States.

We achieved accelerated growth in the Southeastern United States
through the sale of our liquid acid concentrate product lines over the last six
months. Overall, we experienced substantial unit growth in our liquid product
lines with the aggregate gallons of liquid acid sold increasing by 70% from the
first quarter of 2004. We achieved a faster and more profitable operational
start-up by gaining a critical mass of customers in a short time frame by
penetrating this region with our liquid products. We will attempt to convert
many of these new liquid concentrate customers to our Dri-Sate Dry Acid
Concentrate products.

We received a significant purchase order from a single distributor
for dialysis products totaling $6,500,000 and fulfilled approximately $625,000
of this purchase order in the first quarter which is included in our sales
results. We anticipate filling the majority of this purchase order during the
second quarter of 2005. Similar purchase orders may or may not recur in the
future.

Gross profit was $669,416 in the first quarter of 2005 which
represented a decrease of $25,544 from the first quarter of 2004. Our overall
gross profit margins in the first quarter of 2005 were 11.9% as compared to
16.1% in the first quarter of 2004. Most of the gross profit margin decrease
resulted from higher distribution costs to develop business in the Southeastern
United States. While we experienced a significant sales increase of 30.4% we
made an investment in the geographic expansion of our business and added a third
manufacturing facility that increased our costs of operation.

We also increased our production staffing in our other facilities to prepare for
anticipated growth in our production output. These costs combined with higher
distribution costs reduced our gross profit in the first quarter.

Despite our higher sales volumes, our gross profit margins decreased
largely due to high distribution and delivery costs for our products which more
than offset productivity improvements from higher production volumes. Our total
distribution and delivery costs have increased by approximately 3 percent of
sales from the first quarter of 2004. This increase was attributable to two
major factors. First, and most substantially, a majority of the new business we
added in the last year was in geographic areas that were beyond the normal
distribution range for our plants in Texas and Michigan with strong growth in
the Southeast and along the eastern seaboard. We anticipate that having a
facility in the Southeastern United States will enable us to realize
improvements in distribution efficiencies and will mitigate the negative impact
from supplying the Southeastern United States from our other facilities. Second,
delivery cost to all of our customers has risen significantly due to increased
fuel costs. Fuel cost increases since the first quarter of 2004 have reduced our
gross profit margins by 1.2 percent of sales as compared to the first quarter of
2004.

Selling, general and administrative expense as a percent of sales in
the first quarter of 2005 decreased to 11.5% of sales from 13.2% of sales in the
first quarter of 2004 or an improvement of 1.7% of sales. Our selling, general
and administrative expenses increased $77,000, or 13.5%, compared to the first
quarter of 2004. The majority of the cost increase was due to additional
resources and internal infrastructure added to handle increased transaction
activity associated with our 40% increase in concentrate sales. Dialysate iron
development expenses represented about 25% of the increase in selling, general
and administrative costs. Overall, dialysate iron expenses totaled $50,000 in
the first quarter of 2005 compared to $32,000 in the first quarter of 2004.

Operating Income in the first quarter of 2005 was $21,757 which was
a reduction in profitability of $102,792 compared to the first quarter of 2004.
Operating income to sales decreased by 2.5 percentage points which is roughly
equivalent to the increase in distribution costs as a percent of sales. We
anticipate that as a result of our addition of a facility in the Southeast in
March, that our second quarter distribution costs for our concentrate business
should decrease by 1 to 2 percent to sales.

Interest expense for the first quarter of 2005 was $50,010 and
increased $5,678 over the first quarter of last year.

Earnings after tax for the first quarter of 2005 was $109,215 or 1.9
% of sales, which was $ 29,000 or 36% higher than the first quarter of 2004.
Earnings per share of $.01 was the same as the first quarter of 2004. Fully
diluted earnings per share was $.01 in both periods.

LIQUIDITY AND CAPITAL RESOURCES

Our strategy is to expand our operations to serve dialysis providers
throughout the United States. We anticipate that, as a result of our existing
supply agreements, our customer relationships and our changing market dynamics,
we have the opportunity to capture substantial market share that will lead to
sustaining and increasing our profitable operations. We expect that we will
continue to realize substantial growth during 2005 and that we will require
additional working capital and capital expenditures to fund this growth. In
addition, over the next several years, we expect to make substantial investments
in our dialysate iron product in order to gain FDA approval to market dialysate
iron.

In 2004, we generated cash from our business operations and reinvested
those funds into the development and expansion of our business. Cash flow
generated from our business operations aggregated $840,000 in 2004 after
adjusting our earnings for non-cash charges against earnings for depreciation
and amortization. We realized substantial growth of over 40% in our core
concentrate business in the first quarter of 2005. Based on current and
prospective developments that we anticipate in our business in 2005, we will
require additional working capital and capital

expenditures to support our development plans. Positive cash flow from
operations is anticipated to provide a portion of the funding that we anticipate
we may need to support future growth.

In addition to funding provided by operations, we intend to raise
additional capital. We continue to engage in discussions with various potential
financing sources including potential lenders, strategic partners and investors.

In addressing our need for additional working capital, we obtained a new
line of credit with a financial institution which expands our borrowing
capacity. This credit line has a $2.75 million credit limit. We are permitted to
borrow up to 80% of our eligible accounts receivable and 40% of eligible
inventory up to $600,000. As of March 31, 2005 we had borrowed $511,000 under
this credit line.

We reached a financial settlement in a legal action we brought against the
defendant. As a result, we realized gross cash proceeds in the first half of
2005 of approximately $241,000.

We are seeking FDA approval for our dialysate iron drug product. The
development and approval of drugs can be expensive and take a long time. The
development and approval costs may offset some or all of our earnings during the
approval process. We estimate the cash required to fund approval of our new iron
supplemented dialysate product will be between $5,000,000 - $7,000,000 over the
next several years. We may raise these funds ourselves or if we do not raise the
capital to fund this project ourselves, we may decide to seek a partner with
greater technical and financial resources to facilitate FDA approval of this
product.

We plan to raise the capital required to expand our operations and fund
our new product development strategy through a combination of cash flow from
operations, debt or equity financing arrangements and/or licensing arrangements;
however we may not be successful.

If we are not successful in raising additional funds, we may be required
to alter our growth strategy, defer spending on business development, curtail
production expansion plans or take other measures to conserve our cash
resources.

In addition, the dialysis provider market that we serve is becoming
increasingly concentrated. As a result, our business is predominantly with
national and regional dialysis chains. If we were to lose a significant portion
of our business with major national and regional dialysis chains, it could have
a substantial negative impact on our cash flow and operating results. If we were
to lose a substantial portion of our business, it may have a detrimental impact
on our ability to continue our operations in their current form or to continue
to execute our business strategy. If we lost a substantial portion of our
business, we would be required to take actions to conserve our cash resources
and to mitigate the impact of any such losses on our business operations.

ITEM 3. CONTROLS AND PROCEDURES

We carried out an evaluation under the supervision and with the
participation of our management, including our Chief Executive Officer and Chief
Financial Officer, of the effectiveness of our disclosure controls and
procedures as of March 31, 2005. Based upon that evaluation, our Chief Executive
Officer and Chief Financial Officer concluded that our disclosure controls and
procedures are effective as of March 31, 2005 in ensuring that information
required to be disclosed by us under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified under the Exchange Act
rules and forms. There was no change in our internal control over financial
reporting

identified in connection with such evaluation that occurred during our fiscal
quarter ended March 31, 2005 that has materially affected, or is reasonably
likely to materially affect, our internal control over financial reporting.

Disclosure controls and procedures are our controls and other procedures
that are designed to ensure that information required to be disclosed by us in
the reports that we file or submit under the Exchange Act is recorded,
processed, summarized and reported, within the time periods specified in the
Securities and Exchange Commission's rules and forms. Disclosure controls and
procedures include, without limitation, controls and procedures designed to
ensure that information required to be disclosed by us in the reports that we
file or submit under the Exchange Act is accumulated and communicated to our
management, including our principal executive and principal financial officers,
as appropriate to allow timely decisions regarding required disclosure.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

We were the plaintiff in certain litigation that was settled in the
first quarter of 2005. We received gross proceeds from this settlement of
approximately $241,000. We received cash of $130,000 during the first
quarter of 2005 and $111,000 in the second quarter of 2005. A portion of
the cash received was from the exercise of stock options by the defendant
during the first quarter of 2005 which totaled $103,750. The balance of
the settlement was paid May 4, 2005. As we have realized the full proceeds
of the settlement, the Company has recognized $137,000 of income from this
settlement in the first quarter of 2005.

ITEM 6. EXHIBITS

31.1 Certifications of Chief Executive Officer Pursuant to Rule
13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.

31.2 Certifications of the Chief Financial Officer Pursuant to Rule
13a-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.

32.1 Certifications of the Chief Executive Officer and Chief Financial
Officer, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.

SIGNATURES

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

ROCKWELL MEDICAL TECHNOLOGIES, INC.
(Registrant)

Date: May 12, 2005 /s/ ROBERT L. CHIOINI
---------------------------
Robert L. Chioini
President, Chief Executive
Officer and Director (Principal
Executive Officer)

Date: May 12, 2005 /s/ THOMAS E. KLEMA
--------------------------
Thomas E. Klema
Vice President of Finance, Chief
Financial Officer, Treasurer and
Secretary (Principal Financial
Officer and Principal Accounting
Officer)

10-QSB EXHIBIT INDEX

EXHIBIT NO. DESCRIPTION
---------- -----------

EX-31.1 Certification of Chief Executive Officer Pursuant to Rule
13a-14(a), as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.

EX-31.2 Certification of the Chief Financial Officer Pursuant to Rule
13a-14(a), as Adopted Pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002.

EX-32.1 Certifications of the Chief Executive Officer and Chief
Financial Officer, Pursuant to 18 U.S.C. Section 1350, as
Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
2002.