AIRTRAX INC
10QSB, 2000-08-16
BLANK CHECKS
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U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549


FORM 10-QSB
(Mark One)

[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 for the period ended June 30, 2000.

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE Act of 1934 for the transition period from ___ to ___.

Commission file number: 0-25791

                                    AIRTRAX, INC.
                                   ---------------
                   (Name of Small Business Issuer in its charter)

         New Jersey                                     22-3506376
        ------------                                  -------------
   (State of Incorporation)                   (I.R.S. Employer I.D. Number)

         870B Central Avenue, Hammonton, New Jersey             08037
         -------------------------------------------------------------
           (Address of principal executive offices)            (Zip Code)

Issuer's telephone number 609-567-7800.
                          --------------

1616 Pennsylvania Avenue, #122, Vineland, New Jersey  08361; 856-327-8112
-------------------------------------------------------------------------
(Former address and former telephone number, if changed from last report)


Securities registered under Section 12 (b) of the Act:

         Title of each class       Name of exchange on which
         to be registered          each class is to be registered

            None                              None


Securities registered under Section 12(g) of the Act:

                          Common Stock
                         (Title of Class)


Check whether issuer (1) filed all reports to be filed by Section 13
or 15(d) of the Exchange Act during the past 12 months (or 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.
(1). Yes: X  No:
(2). Yes: X  No:

The number of shares issued and outstanding of issuer's common stock,
no par value, as of June 30, 2000 was 4,687,307.

Transitional Small Business Issuer Format (Check One):
Yes:      No:  X

                              TABLE OF CONTENTS

INDEX                                                              PAGE


PART I - FINANCIAL STATEMENTS

Item 1. Financial Statements.


Balance Sheets.......................................................3
Statements of Income.................................................4
Statements of Changes in Stockholder's Equity........................5
Statements of Cash Flows.............................................6
Notes to Financial Statements........................................7

Item 2. Management's Discussion and Analysis.........................11

PART II - OTHER INFORMATION
Item 1. Legal Proceedings............................................12
Item 2. Changes in Securities........................................12
Item 3. Defaults upon Senior Securities..............................12
Item 4. Submission of Matters to Vote of Securityholders.............12
Item 5. Other Information............................................13
Item 6. Exhibits and Reports on Form 8-K.............................14
Signatures...........................................................14



















                             AIRTRAX, INC.

                         Financial Statements

                             June 30, 2000








                                 PAGE  2





                             AIRTRAX, INC.
                            BALANCE SHEETS

                                           June 30,          December 31,
                                             2000               1999
                                       ---------------   -----------------
ASSETS
-------------

Current Assets
     Cash                               $      23,676  $      48,652
     Accounts receivable                        1,560         71,453
     Inventory                                787,709        511,525
     Prepaid expenses                           6,938          6,938
                                         --------------     -------------
Total current assets                          819,883        638,568

Fixed Assets
     Office furniture and equipment            34,003         34,003
     Automotive equipment                      16,915         16,915
     Shop equipment                            20,909         20,660
     Casts and tooling                         74,162         72,962
                                          --------------    --------------
                                              145,989        144,540
Less, accumulated depreciation                 70,585         55,777
                                          --------------    --------------
Net fixed assets                               75,404         88,763

Other Assets
     Patents - net                             69,050         50,380
     Utility deposits                              65             65
                                           --------------    -------------
          Total other assets                   69,115          50,445
                                           --------------    -------------

    TOTAL  ASSETS                          $    964,402      $ 777,776
                                           ==============   ==============

                 LIABILITIES AND STOCKHOLDERS' EQUITY
             ----------------------------------------------

Current Liabilities
     Accounts  payable                      $    749,437      $ 527,255
     Accrued liabilities                          54,258         15,161
     Stockholder note payable                     98,810         50,000
                                             -------------    -------------

Total current liabilities                        902,505        592,416

Stockholders' Equity
     Common stock - authorized, 5,000,000
      shares without par value; issued and
      outstanding - 4,687,307 and 4,549,013,
      respectively                                46,873         45,490
     Preferred stock - authorized, 500,000
      shares without par value; 275,000 issued
      and outstanding                             12,950         12,950
Additional paid-in-capital                     1,989,374      1,784,038
Retained deficit                              (1,987,300)    (1,657,118)
                                              -------------  -------------

Total stockholders' equity                        61,897        185,360
                                              -------------  -----------
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY  $    964,402     $  777,776
                                             =============  =============

    The accompanying notes are an integral part of these financial
                              statements.

                                  -3-


                            AIRTRAX,  INC.
                         STATEMENTS OF INCOME
   For the Three and Six Month Periods Ended June 30, 2000 and 1999


                                     YEAR 2000               YEAR 1999
                                ----------------------   -------------------
                                  Six         Three        Six      Three
                                 Months       Months       Months   Months
                                ---------- -----------   ---------  --------
SALES                           $  32,389  $    4,800    $  8,892   $ 8,892

COST OF GOODS SOLD                  9,694       3,795       4,487     4,487
                                ---------- -----------   ---------- --------
Gross Profit                       22,695       1,005       4,405     4,405

OPERATING AND ADMINISTRATIVE EXPENSES:

Cost of prototype development     121,454      42,081      80,704    61,752
 Auto expense                          44           -          74        74
 Health insurance                   4,978       2,517       4,910     2,455
 Utilities                            808         286         966       440
 Telephone                          4,989       2,032       4,630     2,314
 Shipping, postage and
   office supplies                 13,315       5,737       1,496     1,325
 Rent                                   -           -       6,980     3,256
 Professional fees                 39,296      14,276      32,547    25,093
 Travel and entertainment           5,697       3,939       5,467     1,624
 Advertising and promotion         16,175       4,361      44,976    31,885
 Interest expense                   4,003       3,938       3,983     1,823
 Operating supplies                 9,715       8,126           -         -
 Depreciation and amortization     17,024       8,512      15,595     7,910
 Insurance                            821           -       2,872       255
 Equipment rental                   2,856       1,713       2,857     1,714
 Payroll and related taxes        111,704      61,371     103,296    67,580
                              ------------    ---------  ---------- --------
Total General and Administrative
 Expenses                         352,879     158,889     311,353   209,500
                              ------------    ---------  ---------- --------

NET LOSS BEFORE OTHER INCOME     (330,184)   (157,884)   (306,948) (205,095)

Other income                            2           1       1,333     1,333
                              -------------  -----------  --------- --------
NET LOSS                       $ (330,182)  $(157,883)  $(305,615) $(203,762)
                              ============= ============ ========== =========

NET LOSS PER SHARE                  $(.08)      $(.04)      $(.08)     $(.05)
                              ============= ============ =========== =========








    The accompanying notes are an integral part of these financial
                              statements.

                                  -4-


                                  AIRTRAX, INC.
                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                  For the Six Month Period Ended June 30, 2000


                   COMMON       PREFERRED
                    STOCK          STOCK       ADDITIONAL
            ------------------ ----------------  PAID-IN    RETAINED
             Shares    Amount   Shares  Amount   CAPITAL    DEFICIT     TOTAL
            -------- --------- ------- -------- --------- ----------- ---------

Balance,
December 31,
1999        4,549,013 $ 45,490 275,000 $12,950 $1,784,038 $(1,657,118) $185,360

Private
placement
sales of
stock          41,034      410                    128,102               128,512

Shares issued
Under option
exercises      80,494      805                     44,773                45,578

Shares issued
for services   16,766      168                     32,461                32,629

Net loss for
the period                                                   (330,182) (330,182)
           ----------- -------- ------- -------- ---------- ---------- ---------
Balance,
June 30,
 2000       4,687,307 $ 46,873  275,000 $12,950 $1,989,374 $(1,987,300)$ 61,897
           =========== ======== ======= ======= =========== ============ =======















   The accompanying notes are an integral part of these financial statements.
                                       -5-







                                     AIRTRAX, INC.

                                 STATEMENTS OF CASH FLOWS
                            For the Three and Six Month Periods
                                Ended June 30, 2000 and 1999


                                            Year 2000              Year 1999
                                     -------------------- -------------------
                                        Six      Three         Six      Three
                                       Months    Months       Months    Months
                                       ------    ------       ------    ------
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss                             $(330,182) $(157,883) $(305,615) $(203,762)
Adjustments to reconcile net income
 to net cash consumed by operating
 activities:
   Depreciation and amortization        17,024      8,512      15,595     7,910
   Value of common stock issued
    for services                        41,956      35,748     12,470    12,470

Changes in current assets and
 liabilities:
   Increase (decrease) in accounts
    payable and accrued liabilities    261,279     129,090     (75,500) (61,246)
   Increase in prepaid expense               -           -      (4,438)  (6,938)
   Decrease (increase) in
    accounts receivable                 69,893      43,412         228   (2,372)
   Increase in inventory              (276,184)   (136,146)    (21,513)  (5,519)
                                     ----------  ----------   --------- --------
Net Cash Consumed By Operating
 Activities                           (216,214)    (77,267)   (378,773)(259,457)

CASH FLOWS FROM INVESTING ACTIVITIES
Acquisitions of equipment               (1,449)     (1,200)    (44,858) (33,545)
Additions to patent cost               (20,886)    (20,886)          -        -

Net Cash Consumed By Investing
 Activities                            (22,335)    (22,086)    (44,858) (33,545)

CASH FLOWS FROM FINANCING ACTIVITIES
Net proceeds of common stock sales     164,763      11,684     874,806  714,604
Proceeds of borrowing                   48,810      46,820      21,043   21,043
Preferred stock dividends                    -           -     (34,375) (17,187)
                                     ----------   ----------  --------- --------
Net Cash Provided By Financing
 Activities                            213,573      58,504     861,474  718,460

Net Increase (Decrease) In Cash        (24,976)    (40,849)    437,843  425,458

Balance at beginning of period          48,652      64,525       5,081   17,466
                                    -----------  ----------  --------- --------
Balance at end of period            $   23,676   $  23,676    $442,924 $442,924
                                    ===========  ==========  ========= =========






   The accompanying notes are an integral part of these financial statements.

                                         -6-
                           AIRTRAX, INC.

                   NOTES TO FINANCIAL STATEMENTS
                           June 30, 2000



1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization Of Company
The  Company was formed April 17, 1997.  On May 19, 1997, it merged
with a predecessor which had initiated and advanced the development
of its omni-directional technology. On November 5, 1999, the Company
merged with MAS  Acquisition IX Corp. ("MAS"),  a reporting company
under federal securities law.   Pursuant to this merger  agreement,
the Company  assumed  the  reporting status of MAS.  In both merger
transactions, the Company was the surviving entity.

Business
The Company  has designed a forklift vehicle using omni-directional
technology obtained  under a  contract  with the United States Navy
Surface  Warfare  Center  in  Panama  City,  Florida.  The right to
exploit this technology grew  out  of a  Cooperative  Research  and
Development  Agreement  with the Navy.   Significant resources have
been devoted during the past two  years  to  the  construction of a
prototype of this omni-directional forklift vehicle. It is expected
to  be  in  full commercial production during the fourth quarter of
2000.  At that time, it will be offered to industrial users.

The  Company  has  also  developed  a traditional helicopter ground
handling  machine  which  has  been  marketed  by  the Company on a
limited basis.

Cash
For purposes of the statements of cash flows, the Company considers
all short-term debt  securities  purchased with a maturity of three
months or less to be cash equivalents.


Inventory
Inventory  consists  principally  of  component parts and supplies
which are being used to  assemble forklift  vehicles.  Inventories
are stated at the  lower of  cost (determined on a first in-first-
out basis) or market.

Fixed Assets
Fixed assets  are  recorded at cost.   Depreciation is computed by
use of the Modified Accelerated Cost  Recovery  System (MACRS), as
permitted by Internal Revenue Service Regulations,  using lives of
seven years for furniture and shop  equipment  and  five years for
computers and automobiles.

Intangible Assets
     Patents
     The  Company incurred costs  to acquire  and protect certain
     patent rights.   These costs were capitalized  and are being
     amortized over a period of fifteen (15) years on a straight-
     line basis.

     Prototype Equipment
     The cost of developing and constructing the prototype omni-
     directional   helicopter   handling  vehicle  and the omni-
     directional forklift vehicle is expensed as incurred.


Use of Estimates
The  preparation  of  financial  statements  in  conformity with
generally accepted accounting principles requires management  to
make estimates and  assumptions  that  affect  certain  reported
amounts  and disclosures of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues  and  expenses  during  the  reporting periods.  Actual
results could differ from those estimated.

                                -7-


                           AIRTRAX, INC.

                   NOTES TO FINANCIAL STATEMENTS
                           June 30, 2000




2.   RELATED PARTY TRANSACTIONS

During 1999,  305,737 shares of common stock of the Company were
issued in lieu of dividends on the preferred stock, as permitted
by the terms of the preferred stock issue. All of the preferred
stock is owned  by  the  majority  shareholder (see Note 4 for
description of the preferred stock).   This majority shareholder
is a corporation wholly owned by the president of the Company.

The majority shareholder corporation advanced a total of $98,810
to the Company during 1999 and 2000.  This debt is due on demand
and bears interest as 12%.

Since  June  1999,  the  Company  has  made  its headquarters in
premises owned  by the Company's president, which to date has been
rent free.

3.   PRIVATE PLACEMENTS

The Company conducted private placements of its common stock during
1999 and the first half  of  the year 2000.  These placements were
exempt under the Securities  Act  of 1933, as amended, and the rules
and regulations promulgated thereunder.

A  total  of  614,552  shares  of common stock were sold under the
offerings during 1999, and 41,034  shares during the first half of
2000,  resulting  in  net  proceeds  of  $872,268  and  $128,512,
respectively.  In addition, during the first half of 2000, 75,494
shares of common stock were issued under option arrangements with
officers and directors, yielding proceeds of $43,078; and  21,766
shares of common stock were issued in lieu of  cash  for services
valued at $35,129, of which 5,000 shares were issued for services
under an option arrangement with a director.

4.   PREFERRED STOCK

The  Company is  authorized  to issue 500,000 shares of preferred
stock, without par value.  At  June 30, 2000,  275,000  of  these
shares had been issued.  Each of these shares entitles the holder
to a 5% cumulative dividend based on a $5 per share stated value.
If sufficient  cash  is  not  available, or  at the option of the
shareholder, these  dividends may  be  paid  in common stock.  If
payment is in stock, it is to be valued at a price  calculated at
thirty percent of the last price  offered  or  traded  during the
applicable quarter.  This issue of preferred stock  also provides
a voting right of 10 votes for each share.

Dividends totaling $105,119 had accrued through December 31, 1998
on  this issue of preferred stock; another $68,750 accrued during
1999 and  $34,375 accrued during the first half of the year 2000.
Cash dividends  of $13,005  were paid during 1998 and $40,498 was
paid during 1999.   An  additional  $91,721  was paid during 1999
through the  issuance  of  common  stock, leaving  a  balance  of
$63,021 unpaid at June 30, 2000.

The  characteristics  of  the  remaining 225,000 preferred shares
authorized have not been specified.


                                      -8-






                           AIRTRAX, INC.

                   NOTES TO FINANCIAL STATEMENTS
                           June 30, 2000


5.   EARNINGS PER SHARE

                                       Six Months Ended June 30, 2000
                              ----------------------------------------------
                                 Income      Average Shares   Per Share
                                 (Loss)        Outstanding     Amount
                              ----------- ------------------ -----------

Net loss                     $ (330,182)
Adjustment for preferred
  stock dividends               (34,375)
                             -----------
Income (loss) allocable to
  common shareholders         $ (364,557)      4,618,160       $ (.08)
                              ===========     ===========      =======
                                    Three Months Ended June 30, 2000
                              ---------------------------------------------

Net Loss                      $ (157,883)
Adjustment for preferred
  stock dividends                (17,187)
                              -----------
Income (loss) allocable to
  common shareholders         $ (175,070)       4,673,771       $ (.04)
                              ===========     ============       ======


                                   Six Months Ended June 30, 1999
                              ----------------------------------------------

Net loss                      $ (305,615)
Adjustment for preferred
  stock dividends                (34,375)
                              -----------
Income (loss) allocable to
  common shareholders         $ (339,990)       4,056,676        $ (.08)
                              ===========     ============       =======



                                    Three Months Ended June 30, 1999
                              ---------------------------------------------

Net Loss                      $ (203,762)
Adjustment for preferred
  stock dividends                (17,188)
                              -----------
Income (loss) allocable to
  common shareholders         $ (220,950)        4,115,358       $ (.05)
                              ===========       ============     =======

6.   INCOME TAXES

The Company has experienced losses each year since its inception.
As a result, it has incurred no Federal income tax.  The Internal
Revenue  Code  allows  net operating losses (NOL's) to be carried
forward and applied against future profits for a period of twenty
years.   A New Jersey  corporation business tax liability of $200
accrued during each of  the  years  1999 and 1998, that being the
minimum annual tax imposed on all  New  Jersey corporations.  New
Jersey tax law allows the carry forward of NOL's for seven years.
The Company had NOL carry forwards of  $1,009,000  as of December
31, 1999.  The potential tax benefit of these NOL's  has not been
recorded on the books of the Company.



                                -9-

                           AIRTRAX, INC.

                   NOTES TO FINANCIAL STATEMENTS
                           June 30, 2000

7.   RENTALS UNDER OPERATING LEASES

Office equipment is leased under an operating lease that expires
in  June 2003.  The  following  is  a schedule of future minimum
rental payments required under the operating lease:

               Year Ending
               December 31,               Amount
               ------------               -------
                  2000  (Remainder)     $  3,810
                  2001                     6,857
                  2002                     6,857
                  2003                     2,857
                                        ---------
                                        $ 20,381
                                        =========


Rent  expense  amounted to $1,713 and $2,856, respectively in the
three  and six month  periods  ended June 30, 2000 and $4,970 and
$9,837 in 1999 periods.

8.   SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION

Cash  paid for interest during the second quarter of 2000 totaled
$1,142.  There was no cash paid for income taxes.

There were no noncash investing activities during either the  2000
period or 1999 period.  The following noncash financing activities
occurred:

     a.   Shares of common stock totaling 19,669 shares were issued
          for services  during the three months ended June 30, 2000.
          These were valued at $28,921.

9.   CONTINGENCIES

Pursuant  to  agreements  relating to the merger  transaction  with
MAS,  the  Company was  required to issue 114,867 shares of  common
stock to former shareholders of  MAS (MAS Common Stock) and make  a
cash payment to an affiliate of the  majority shareholder of MAS in
the  amount  of $25,000.   The Company has asserted claims  against
the  majority shareholder.  The  claims involve the amount  of  the
MAS  Common Stock and the cash due to  the majority shareholder and
affiliate under the merger agreement.  The  Company has not  issued
the MAS Common Stock nor paid the $25,000. The parties are currently
discussing  the matter; however, no assurances can be given that a
resolution will be effected by the parties.

The  Company  has an employment agreement with its president  which
provides, in part, for  options permitting the president to acquire
up  to  50,000 shares of common stock  per year.  The first  10,000
shares  each year are available at a price  per share  of  $1;  the
next 25,000 shares are available at a price  per share equal to 30%
of  the  lowest  price  paid  for the  stock  during  the  30  days
preceding  the  date  of  exercise;  the  last  15,000  shares  are
available  at  a  price equal to  one half the 30% price  described
above.  These options accumulate if  they are not exercised.   None
of  these  options had been  exercised prior to December 31,  1999.
Options  for 60,000 shares  were exercised during the first quarter
of  2000,  50,000  at the  30% price and 10,000 at  the  $1  price.
Options for 22,500 shares  were outstanding at June 30, 2000 at the
one  half of 30% price.   The employment agreement terminated  June
30, 2000.



                               -10-











Item 2. Management's Discussion and Analysis.
The following discusses the financial results and position of the
consolidated accounts of the Company for the periods indicated.

Results of Operations

Six Months Ended June 30, 2000 compared with Six Months Ended June
30, 1999.

For the six-month period ended June 30, 2000 and comparable period
in 1999, the Company was a development stage company. Revenues for
the  three-  and  six-months  ended  June 30, 2000 were $4,800 and
$32,389,  respectively,  compared  with  $8,892 and $8,892 for the
same respective periods in 1999. Revenues for the six-month period
in 2000 consisted of  $13,645  of  sales of a non omni-directional
product and $18,744 in  contract  revenues  from the United States
Navy.

Cost  of  sales for the six-month period in 2000 period was $9,694
representing  parts  and  manufacturing  costs  for  the  non-omni
directional product.

General and administrative expenses which includes administrative
salaries and overhead for the three and six-month periods in 2000
totaled  $158,889  and  $352,879,  respectively,  compared   with
$209,500  and  $311,353  for the same respective periods in 1999.
The increase of  $41,526  for the six-month period in 2000 is due
to increased prototype  development costs of the omni-directional
wheel,  increased  professional fees  associated  with  Company's
reporting status  under  the  federal  securities laws, increased
salary payments to the president of the Company and initiation of
salary payments to the executive vice  president  of the Company,
partially offset by a reduction in  advertising  and  promotional
costs. Net loss for the three- and six-month periods in 2000  was
$157,883 and $330,182, respectively, compared with a net loss  of
$203,762 and $305,615 for the respective prior periods.

Liquidity and Capital Resources

Since  its  inception,  the  Company has financed its operations
through the private  placement of its common stock. During 1999,
the Company raised approximately  $872,268 net of offering costs
from the private placement of its common stock. During the first
half of 2000, the Company raised  approximately  $128,512 net of
offering costs from the private placement of its common stock.

As of June 30, 2000, the Company's working capital was ($82,672).
In addition, the Company anticipates that its use of cash will be
substantial for the foreseeable future. In particular, management
of the Company expects substantial expenditures for inventory and
product  production  in  anticipation of the rollout of its omni-
directional  forklift  expected to occur in the fourth quarter of
fiscal 2000.  The  Company intends to fund its operations through
the issuance of equity  and/or  debt  securities.  Presently, the
Company is seeking capital from  one  or  more  funding  sources,
however, at  this  time  no  arrangement  has  been finalized. No
assurances can be given that the Company  will  be  successful in
obtaining sufficient  capital  to  fund  the  initiation  of  its
production  activities, as well as its ongoing operations. If  the
Company  is  unable  to obtain sufficient  funds  in  the  near
future, such  event will have a material adverse impact on the
Company and its business prospects.



                                       -11-



Fixed assets, net of accumulated depreciation, totaled $75,404 on
June  30, 2000.  Fixed  assets,  net of accumulated depreciation,
totaled $88,763 on December 31, 1999.

Forward Looking Statements. Certain of the statements contained in
this  Quarterly  Report  on  Form 10-QSB includes "forward looking
statements" within  the  meaning  of Section 21E of the Securities
Exchange  Act  of  1934, as  amended  ("Exchange  Act").  See  the
Company's  Annual  Report  on  Form  10-KSB  for the period ending
December 31, 1999 for additional  statements concerning operations
and future capital requirements.

Certain  risks exist with respect to the Company and its business,
which  risks  include  the need for additional capital, additional
product  testing  to be completed, and lack of commercial product.
Readers  are  urged  to  refer to the section entitled "Cautionary
Statements in  the  Company's  Form  10-KSB  for  the period ended
December 31, 1999  for  a  broader  discussion  of  such risks and
uncertainties.



Part II OTHER INFORMATION
Item 1. Legal Proceedings.

Pursuant to agreements relating to the merger transaction with MAS
Acquisition  IX  Corp. ("MAS"), the  Company was required to issue
114,867  shares  of  common  stock  to  former shareholders of MAS
("MAS Common Stock")  and  make  a cash payment to an affiliate of
the  majority  shareholder  of  MAS in the amount of $25,000.  The
Company has asserted  claims  against  the  affiliate and majority
shareholder.   The  claims  involve  the  amount of the MAS Common
Stock and the cash due to the  majority  shareholder and affiliate
under the merger agreement.  The  Company  has  not issued the MAS
Common Stock  nor  has  it  paid  the  $25,000.  The  parties  are
currently  discussing  the matter, however, no assurances  can  be
given that a resolution of this dispute will be effected by the
parties.

Item 2. Changes in Securities.
None

Item 3. Defaults upon Senior Securities.
None

Item 4. Submission of Matters to a Vote of Securityholders.
None


                                   -12-



Item 5. Other Information.

The  following  is a press release issued by the Company on
July 28, 2000.

FOR IMMEDIATE RELEASE
HAMMONTON, NEW JERSEY 28 July 2000.

US  NAVY  SELECTS  AIRTRAX  TO  DEVELOP  ADVANCED SHIPBOARD
MATERIAL HANDLING SYSTEM OMNI DIRECTIONAL MATERIAL HANDLING
VEHICLES

AIRTRAX, Inc. OTC BB (AITX) reports that it has been awarded
a Phase  II Contract  by the US Navy under the Department of
Defense's  Small  Business  Innovation  Research  (DOD SBIR)
program  to  develop  an  advanced omni directional material
handling   vehicle.    The  contract,  with  options, has  a
potential  value  of  nearly  $1 Million. Under the Phase II
contract,  AIRTRAX will develop a prototype omni-directional
multi-purpose  mobility  platform (MP2) vehicle during a 24-
month performance period. The MP2 will be designed to handle
munitions  and  jet  engines  onboard aircraft carriers. The
contract follows a  Phase I (DOD SBIR) contract  and  Option
which were awarded to AIRTRAX in 1999.

The MP2 development is a key facet of the Navy's strategy to
increase the  number  of aircraft carrier missions conducted
in a 24 hour period. The  Navy  must  increase  the speed at
which  material  is  transported  from  within  the   ship's
magazines to the flight deck. The long and ungainly  weapons
must  be  maneuvered  through  areas that are congested with
personnel, material, and aircraft. AIRTRAX's omni directional
vehicle  technology  will  enable  the   AIRTRAX  vehicle to
negotiate the route from magazine to flight deck much faster
with fewer personnel.

In announcing the  contract, AIRTRAX Executive Vice President
Barney  Harris  said,  "The  Navy  will  realize an immediate
benefit  from  this  technology's insertion.  Navy  ships are
literally designed around the ability to move material within;
future Naval ships designed around systems incorporating omni
directional vehicle technology  will  require  less  internal
space dedicated to material handling, and  as a  result  will
be  more  cost  effective ."   Harris  added  "The  DOD  SBIR
procurement mechanism enables the Navy to purchase additional
development services  and  production  hardware under a Phase
III contract, if desired."

In  addition,  the  Company believes omni directional vehicle
technology  will  speed material handling on other classes of
Naval combatant and  auxiliary vessels.  For  instance, Naval
re-supply ships, have a similar  situation  in that a massive
amount of material must be  transferred  from  stowage spaces
within  the  ship to  transfer  stations  on deck.  Loads are
transferred from  re-supply  to  combat ships while  steering
parallel courses  via  a tensioned wire trolley system. While
ships are connected  with  the  wire trolley and transferring
cargo, the combat ship cannot perform its functions, since it
cannot maneuver. The Company believes  that  omni directional
mobility will enable a reduction of time required to replenish
ships at sea.

Both  re-supply  and  combat  ships  suffer  from   congested
passageways, a wide variety of load sizes and shapes, and the
high  tempo.  The  Company  believes  these  situations are a
natural environment  for  omni  material  handling technology
including fork lifts and specialty transporters.

AIRTRAX  is  completing  development  of  a  commercial  omni
directional  forklift.  Pilot  models  of  the ATX-Series are
undergoing final testing.  Production  models will be shipped
to dealers later this year.   "The ATX-Series  will  sell  at
prices   competitive   with  any  forklift  on  the  market."
according to  Peter Amico, Company  President. The Company is
also  developing  a  line  of  products  incorporating  omni-
directional vehicle  technology for use in material handling,
construction, health care,  and  entertainment.  A Free Video
showing the ATX-Series forklift can be seen  on  the  Company
website at  www.airtrax.com.  For more  information,  contact
Peter Amico at PO 1237, Hammonton, NJ 08037-1237 - Phone 877-
AIRTRAX, 609-567-7895 Fax.


                                   -13-



This  document  contains forward-looking statements  that are
subject  to  risks  and  uncertainties.  For  such statements
Airtrax claims the protection of the safe harbor for forward-
looking  statements  contained  in   the  Private  Securities
Litigation  Reform  Act.  The  Company  intends   that   such
statements about the Company's future  expectations including
future revenues and earnings and  all  other  forward-looking
statements be subject  to  the  safe harbors created thereby.
Since these statements (future operational results and sales)
involve  risks  and  uncertainties  and are subject to change
at  any  time,  the  Company's  actual  results  may   differ
materially from expected results. Readers should refer to the
Company  reports  filed  with  the  Securities  and  Exchange
Commission, which includes its  Form 10-KSB  for  the  period
ended  December  31, 1999,  for  a  discussion  of  risks and
uncertainties regarding the Company and its business.

Item 6. Exhibits.
(a). Furnish the Exhibits required by Item 601 of Regulation S-B.

Exhibit 27.1 - Financial Data Schedule

(b) Reports on Form 8-K.
None.

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.

                               AIRTRAX, INC.

Date: August 14, 2000          /s/Peter Amico
                               Peter Amico
                               President and
                               Principal Financial Officer

                                      -14-

EXHIBIT 27.1
FINANCIAL DATA SCHEDULE


ART.5 FDS FOR 2nd QUARTER 10-Q

Multiplier  1,000


PERIOD TYPE                                   6 MONTHS
FISCAL YEAR END                               DEC-31-1999
PERIOD END                                    JUNE-30-2000
CASH                                          24
SECURITIES                                    0
RECEIVABLES                                   2
ALLOWANCES                                    0
INVENTORY                                     788
CURRENT-ASSETS                                819
PP&E                                          75
DEPRECIATION                                  71
TOTAL ASSETS                                  964
CURRENT-LIABILITIES                           903
BONDS                                         0
COMMON                                        47
PREFERRED-MANDATORY                           13
PREFERRED                                     13
OTHER-SE                                      2
TOTAL-LIABILITIES-AND-EQUITY                  964
SALES                                         30
TOTAL-REVENUES                                30
CGS                                           10
TOTAL-COST                                    363
OTHER-EXPENSES                                (2)
LOSS-PROVISION                                0
INTEREST-EXPENSE                              0
INCOME-PRETAX                                 (330)
INCOME-TAX                                    0
INCOME-CONTINUING                             (330)
DISCONTINUED                                  0
EXTRAORDINARY                                 0
CHANGES                                       0
NET-INCOME                                    (330)
EPS-PRIMARY                                   (.08)
EPS-DILUTED                                   (.08)


                                        -15-





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