COX TECHNOLOGIES INC
10-Q, 2000-09-22
CRUDE PETROLEUM & NATURAL GAS
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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

(Mark  One)

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

                    For quarterly period ended July 31, 2000

                                       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 0-8006


                             COX TECHNOLOGIES, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                 ARIZONA                                          86-0220617
    (State or other jurisdiction of                            (I.R.S. Employer
     incorporation or organization)                          Identification No.)


           69 MCADENVILLE ROAD
         BELMONT, NORTH CAROLINA                                     28012
(Address of principal executive offices)                          (Zip Code)


                                 (704) 825-8146
              (Registrant's telephone number, including area code)


                                      NONE
              (Former name, former address and former fiscal year,
                         if changed since last report)


Indicated  by check  mark  whether  the  registrant  (1) has filed  all  reports
required to be filed by section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes [X] No [ ]

Indicate the number of shares  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

Number of shares of Common Stock, no par value, outstanding
At August 31, 2000 .................................................  24,518,065
<PAGE>
                     COX TECHNOLOGIES, INC. AND SUBSIDIARIES
                                      INDEX


FACE SHEET                                                                     1

INDEX                                                                          2

PART I. FINANCIAL INFORMATION

     ITEM 1. FINANCIAL STATEMENTS                                              3

      Consolidated Balance Sheets
        July 31, 2000 and April 30, 2000                                       4

      Consolidated Statements of Operations and Accumulated Deficit
        Three Months Ended July 31, 2000 and 1999                              5

      Statement of Cash Flows
        Three Months Ended July 31, 2000 and 1999                            6-7

      Notes to Consolidated Financial Statements                             7-8

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
        AND RESULTS OF OPERATIONS                                           9-12

PART II. OTHER INFORMATION AND SIGNATURES                                     13

                                        2
<PAGE>
                     COX TECHNOLOGIES, INC. AND SUBSIDIARIES

                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

     Cox Technologies, Inc. and its wholly-owned subsidiaries, Twin-Chart, Inc.,
Transit Services, Inc., Freshtag Research and Manufacturing, Inc., Vitsab, Inc.,
Vitsab AB, a Swedish corporation, and Cox Recorders Australia, Ltd., Pty., a 95%
owned Australian distribution company (collectively the Company),  engage in the
business  of  producing   and   distributing   transit   temperature   recording
instruments,  both domestically in the United States and internationally.  As an
enhancement  and expansion of this business,  the Company also is engaged in new
technologies  for  development  of an  electronic  data  temperature  monitoring
system.

     Concurrent with this electronic  hardware/software research and development
effort,   the  Company  has  expended  funds  to  further  the   development  of
enzyme-based  "smart  labels"  that  detect  temperature  abuse in  packages  of
perishable  goods.  The Company has  introduced  this new  technology,  known as
Vitsab(R),  to the food and  pharmaceutical  industries  as a  monitoring  label
applied to packages of temperature sensitive products.

     The condensed  financial  statements  included herein have been prepared by
the  registrant  without  audit,  pursuant to the rules and  regulations  of the
Securities and Exchange  Commission.  Although certain  information and footnote
disclosures  normally  included in financial  statements  prepared in accordance
with generally  accepted  accounting  principles  have been condensed or omitted
pursuant  to such  rules  and  regulations,  the  registrant  believes  that the
disclosures   herein  are  adequate  to  make  the  information   presented  not
misleading.  It is recommended that these condensed financial statements be read
in conjunction  with the financial  statements and the notes thereto included in
the registrant's latest annual report on Form 10-K.

                                        3
<PAGE>
COX TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
JULY 31, 2000 AND APRIL 30, 2000
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                   July 31, 2000     April 30, 2000
                                                                   -------------     --------------
<S>                                                               <C>               <C>
ASSETS

CURRENTS ASSETS:
  Cash and cash equivalents (Note A)                               $    789,097       $  2,225,192
  Accounts receivable, less allowance for doubtful
   accounts of $28,664 at July 31, 2000 and April 30, 2000            1,696,799          1,627,601
  Inventory (Note B)                                                  1,741,908          1,625,615
  Investment in securities                                              300,000            300,000
  Notes receivable-current portion                                       20,741             24,948
  Prepaid expenses                                                       61,949              3,113
                                                                   ------------       ------------

       TOTAL CURRENT ASSETS                                           4,610,494          5,806,469

Property and equipment (Net of accumulated depreciation)              5,938,624          5,406,760
Deposits                                                                 76,315            124,129
Goodwill                                                              3,155,903          3,158,706
Notes receivable - non-current portion                                      -0-             19,970
Patents                                                                 203,208            203,208
                                                                   ------------       ------------

       TOTAL ASSETS                                                $ 13,984,544       $ 14,719,242
                                                                   ============       ============

LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
  Accounts payable and accrued expenses                            $    730,877       $    912,451
  Current portion of long-term debt (Note A)                            311,405          1,486,914
                                                                   ------------       ------------
       TOTAL CURRENT LIABILITIES                                      1,042,282          2,399,365

Long-term debt (Note A)                                               3,997,888          2,928,359
                                                                   ------------       ------------

                                                                      5,040,170          5,327,724
                                                                   ------------       ------------
COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Common stock, no par value; authorized 100,000,000 shares;
   issued and outstanding; 24,514,565 shares at July 31, 2000
   and 24,414,725 shares at April 30, 2000                           20,969,067         20,868,467
  Common stock subscribed                                                58,100             58,100
  Contributed capital                                                   420,982            420,982
  Accumulated deficit                                               (12,469,587)       (11,920,132)

  Less - Notes receivable for common stock:
    Subscribed                                                          (34,188)           (35,899)
                                                                   ------------       ------------

TOTAL STOCKHOLDERS' EQUITY                                            8,944,374          9,391,518
                                                                   ------------       ------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                         $ 13,984,544       $ 14,719,242
                                                                   ============       ============
</TABLE>
                 See Notes to Consolidated Financial Statements.

                                        4
<PAGE>
COX TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
JULY 31, 2000 AND APRIL 30, 2000
--------------------------------------------------------------------------------

                                                   Three Months Ended July 31,
                                                  -----------------------------
                                                      2000             1999
                                                  ------------     ------------
REVENUE:
  Sales                                           $  2,423,781     $  2,329,767
                                                  ------------     ------------
COSTS AND EXPENSES:
  Cost of sales                                      1,187,433        1,267,561
  General and administrative expenses                1,058,302          633,838
  Sales expense                                        452,406          335,020
  Research and development                              79,874              -0-
  Depreciation and depletion                            83,862           27,438
                                                  ------------     ------------
  TOTAL EXPENSES                                     2,861,877        2,263,857
                                                  ------------     ------------

       INCOME (LOSS) FROM OPERATIONS                  (438,096)          65,910
                                                  ------------     ------------
OTHER INCOME (EXPENSE)
  Other income (expense)                                17,204           15,233
  Interest expense                                    (128,458)         (43,695)
                                                  ------------     ------------
  TOTAL OTHER INCOME (EXPENSE)                        (111,254)         (28,462)
                                                  ------------     ------------

Earnings (loss) before income taxes                   (549,350)          37,448

Provisions for income taxes                                105              -0-
                                                  ------------     ------------

NET EARNINGS (LOSS)                                   (549,455)          37,448
ACCUMULATED DEFICIT, beginning of period           (11,920,132)     (10,667,609)
                                                  ------------     ------------
ACCUMULATED DEFICIT, end of period                $(12,469,587)    $(10,630,161)
                                                  ============     ============
BASIC:
  NET EARNINGS (LOSS) PER SHARE:                  $       (.02)    $        .00
                                                  ============     ============
  WEIGHTED AVERAGE NUMBER OF COMMON
   SHARES OUTSTANDING                               24,414,565       21,368,186
                                                  ============     ============

                 See Notes to Consolidated Financial Statements.

                                        5
<PAGE>
COX TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
JULY 31, 2000 AND APRIL 30, 2000
--------------------------------------------------------------------------------

                                                    Three Months Ended July 31
                                                   ----------------------------
                                                       2000             1999
                                                   -----------      -----------
CASH FLOW FROM OPERATING ACTIVITIES:
 Net earnings (loss)                               $  (549,455)     $    37,448
 Adjustments to reconcile net earnings (loss)
  to net cash used by operating activities:
  Depreciation & amortization                           83,862           27,438

CHANGES IN CURRENT ASSETS AND CURRENT LIABILITIES:
 (Increase) decrease in current assets:
   Accounts receivable                                 (69,198)          84,967
   Inventory                                          (116,293)         165,209
   Prepaid expenses                                    (58,836)          (4,671)
   Notes receivable and investments                      4,207           37,829

 (Increase) decrease in non-current assets:
   Deposits                                             47,814           (6,985)
   Notes receivable - long term                         19,970          (17,219)
   Goodwill                                                -0-           44,696

 Increase (decrease) in current liabilities:
   Accounts payable and accrued expenses              (181,574)         (24,744)
   Income taxes payable                                    -0-          (31,788)
                                                   -----------      -----------
CASH PROVIDED (USED) BY OPERATING ACTIVITIES          (819,503)         312,180
                                                   -----------      -----------
CASH FLOW FROM INVESTING ACTIVITIES:
 Investment in securities                                  -0-              -0-
 Issuance of common stock                              100,600              -0-
 Purchase of property and equipment                   (562,923)         (12,026)

 Acquisition of goodwill                               (50,000)             -0-
                                                   -----------      -----------
NET CASH (USED) BY INVESTING ACTIVITIES               (512,323)         (12,026)
                                                   -----------      -----------
CASH FLOW FROM FINANCING ACTIVITIES:
 Repayment on notes payable - Long term debt        (1,295,980)        (215,579)
 Subscriptions receivable                                1,711           (8,321)
 Amounts borrowed under notes payable                1,190,000              -0-
                                                   -----------      -----------
NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES      (104,269)        (223,900)
                                                   -----------      -----------
NET INCREASE (DECREASE) IN CASH                     (1,436,095)          76,254
CASH AND CASH EQUIVALENTS, beginning of period       2,225,192        1,250,810
                                                   -----------      -----------

CASH AND CASH EQUIVALENTS, end of period           $   789,097      $ 1,327,064
                                                   ===========      ===========

                 See Notes to Consolidated Financial Statements.

                                        6
<PAGE>
COX TECHNOLOGIES, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF CASH FLOWS (UNAUDITED) - CONTINUED
JULY 31, 2000 AND JULY 31, 1999
--------------------------------------------------------------------------------

NOTE A - CASH AND NOTES PAYABLE

On July 13, 2000 the Company  refinanced all of the short-term debt due to their
previous primary lender, including accrued interest,  amounting to approximately
$1,177,000,  through a secured  long-term  loan from  their new  primary  lender
(Bank) in the amount of $1,190,000.  The Bank has also provided a revolving line
of credit for  working  capital in the amount of up to  $1,000,000  subject to a
maximum percentage of eligible accounts receivable and inventories.

Principal on the revolving line of credit is due on September 2, 2001.  Interest
on the revolving line accrues at the rate of the Bank's prime rate plus .25% per
annum  and is due  monthly  beginning  in  August  2000.  As of the date of this
report, the Company has not utilized this revolving line of credit.

Principal  payments on the  long-term  loan in the amount of $9,920 plus accrued
interest, which initially is the Bank's prime rate plus .625% per annum, are due
monthly  from  September  2,  2000 to  August  2,  2001,  inclusive.  Commencing
September 2, 2001 long-term  loan payments of $22,312 plus accrued  interest are
due monthly until July 13, 2005.

The Company has agreed to certain  covenants  with respect to both the revolving
line and the long-term loan.

In  addition,  the Bank has  agreed to  finance  the  lease of a major  piece of
production  equipment to the Company. The cost of the equipment is approximately
$1,000,000 and the lease requires  monthly lease payments of $17,040,  including
interest at approximately 9.35% for a period of 84 months commencing December 1,
2000.

The Company has advanced approximately $400,000 in progress payments on the cost
of this  equipment.  Upon delivery and  acceptance of the equipment the $400,000
will be repaid to the Company.
                                        7
<PAGE>
COX TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - CONTINUED
QUARTER ENDED JULY 31, 2000
--------------------------------------------------------------------------------

NOTE B - INVENTORY

Inventory at July 31, 2000 and April 30, 2000 consists of the following:

                                              July 31, 2000       April 30, 2000
                                              -------------       --------------

Raw materials                                   $  512,716          $  654,238
Work-in-progress                                   414,579             290,103
Finished goods                                     814,613             681,274
                                                ----------          ----------

                                                $1,741,908          $1,625,615
                                                ==========          ==========

NOTE C - INCOME TAXES

The Company and its subsidiaries  file  consolidated  federal income tax returns
and separate state income tax returns.

NOTE D - COMMITMENTS AND CONTINGENCIES

There have been no changes in the disclosures of commitments,  contingencies and
litigation  as contained in the  Company's  annual report Form 10-K for the year
ended April 30, 2000.

                                        8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
        RESULTS OF OPERATIONS

     LIQUIDITY AND CAPITAL RESOURCES

     The  Company  anticipates  cash from  operations,  equity  investment,  and
borrowing from long-term lending sources adequate to meet cash requirements.  At
present, the cash flow from operations is not adequate to meet cash requirements
and commitments of the Company.  The Company intends to enter into equity,  debt
or  other  financing  arrangements  to meet  its  further  financial  needs  for
expansion into food safety control  products and to provide for general  working
capital needs. In this  connection,  reference is made to Note A of the notes to
consolidated financial statements.

     COMPARISON OF OPERATIONS FOR 2000 AND 1999

     The  Company  has two  current  operating  segments  that  involve  the (1)
production and  distribution  of temperature  recording and monitoring  devices,
both  electronic  "loggers" and graphic  temperature  recorders  (referred to as
"Temperature  Recorder  Operations" as a group) and (2) oilfield  operations and
other, which include all economic activity related to the oil production and the
holding of the oil leases and the  operation  of its Phoenix  office.

     Presented here is a summary of the  operational  business  segments for the
quarters ended July 31, 2000 and 1999.

<TABLE>
<CAPTION>
                                          2000           1999          2000          1999
                                       ----------     ----------     --------      --------
                                      Temperature    Temperature     Oilfield      Oilfield
                                        Recorder       Recorder     Operations    Operations
                                       Operations     Operations     and Other     and Other
                                       ----------     ----------     --------      --------
<S>                                    <C>            <C>            <C>          <C>
     Sales                             $2,408,250     $2,327,767     $  1,633      $    -0-
                                       ----------     ----------     --------      --------

     Cost of sales                      1,166,827      1,164,593        2,250         2,250
     General & administrative             614,756        581,743       68,222        52,095
     Sales expense                        327,940        335,020          -0-           -0-
     Depreciation & amortization           16,762         15,436          -0-           -0-
                                       ----------     ----------     --------      --------

     Income (loss) from operations        281,965        230,975      (68,839)      (54,345)
     Interest expense                         -0-          7,755          -0-           -0-
     Other income (expense)                 3,590         14,914          -0-           319
     Income taxes                             -0-            -0-          105           -0-
                                       ----------     ----------     --------      --------

     Net earnings (loss)               $  285,555     $  238,134     $(68,944)     $(54,026)
                                       ==========     ==========     ========      ========
</TABLE>

     TEMPERATURE RECORDER OPERATIONS

     Sales  increased  $80,483 or 3.5% for the  current  year as compared to the
prior  year.  Cost of sales as a percent of sales was 48.5% for 2000 as compared
to 50% in 1999.

     Sales  expense  decreased  $7,080 or 2.1% in 2000 as compared to 1999. As a
percent of sales, these expenses were 13.6% for 2000 and 14.4% for 1999.

     General and  administrative  expense  increased $33,013 or 5.7% for 2000 as
compared  to  1999.   Expressed   as  a  percent  of  sales,   the  general  and
administrative  expenses  for 2000 were 25.5% and 25% for 1999.  Overall the net
results of operations  remained  relatively constant for the years 2000 and 1999
with an improvement of $47,421 or 19.9% for year 2000.

                                        9
<PAGE>
     OILFIELD OPERATIONS AND OTHER

     There were no oil production  operations  conducted directly by the Company
during the quarter  ended July 31,  2000.  However,  financial  results from the
farm-out  arrangement  are  reflected  in the  figures  presented.  The  Company
maintained  certain  insurance and other  compliance  matters  pertaining to the
oilfield  operations during this period, and these expenses are reflected in the
schedule above. By mutual agreement, the aforementioned farm-out arrangement has
been  terminated  and  replaced  by a new  agreement.  For  further  information
regarding  this matter,  please refer to Note O - Subsequent  Events of notes to
consolidated  financial  statements  in the  annual  report  on Form 10-K of the
Company for the year ended April 30, 2000.

     The other  expenses  relate to the Phoenix  office of the Company which has
functioned  as a  management  office for certain of the  overall  affairs of the
Company,  the center for administration of oilfield activities and transactions,
and as a developmental location for aspects of software development.

     COMPARISON OF SMART LABEL PROJECT AND EDS PROJECT FOR 2000 AND 1999

     Research  and  development  (R&D)  segments  are  not  currently  operating
entities.  All of the  expenditures  in these  segments  have been  dedicated to
various aspects of business development,  including formal research, development
of production techniques,  and product research aimed at market readiness of the
product.  Some small revenues have been generated in the sale of  pre-production
materials.

     Research  and  development  segments  are the (1)  "smart  label"  project,
involving the research, technical and market development of the Vitsab(R) "smart
label"  tags (and  other  allied  tag  technologies)  and (2) EDS and  Ancillary
Software Development Project, involving "logger" hardware engineering,  software
development,  systems  integration  and  market  research.  The  following  data
summarize investment and income activity in these segments.

<TABLE>
<CAPTION>
                                           2000           1999            2000          1999
                                        -----------    -----------    ------------  ------------
                                        Smart Label    Smart Label    EDS/Software  EDS/Software
                                          Project        Project         Project       Project
                                        -----------    -----------    ------------  ------------
<S>                                      <C>            <C>            <C>             <C>
         Revenue                         $  13,898      $   2,000      $      -0-       $ -0-
                                         ---------      ---------      ----------       -----

         Expenses                          336,749        277,800        (261,271)        -0-
         Depreciation & amortization        67,100         12,000             -0-         -0-
                                         ---------      ---------      ----------       -----

         Income (loss) operations         (389,951)      (287,800)       (261,271)        -0-
         Interest expense                 (128,458)        35,940             -0-         -0-
         Interest income                    13,614            -0-             -0-         -0-
                                         ---------      ---------      ----------       -----

         Net Expenses Invested in R&D    $(504,795)     $(323,740)     $( 261,271)      $ -0-
                                         =========      =========      ==========       =====
</TABLE>

     The  Vitsab(R)  facility and  associated  activities  were acquired in June
1998. Income of $13,898 and $2,000 for prototype materials delivered for testing
are reflected  for the three months ended July 31, 2000 and 1999.  Other related
expenditures for this project are included in this table.

     The  EDS/Software  project started during the year ended April 30, 2000, so
there are no expenditures reflected in 1999 for this project.

                                       10
<PAGE>
MANAGEMENT COMMENTS ON RECENT DEVELOPMENTS

     The following  significant events are relevant to a better understanding of
the Company's  current  operations  as previously  reported in the annual report
Form 10-K for April 30, 2000:

1.   REPLACED   AUSTRALIAN   DISTRIBUTOR   WITH  SUBSIDIARY   OPERATION  Due  to
     difficulties  experienced the Company moved to preserve its market position
     and aggressive sales stance by buying out the contract and inventory of its
     existing  distribution  agency in Melbourne,  Australia.  A new company was
     then formed to perform  the sales and  distribution  function.  The Company
     hired the chief sales  person away from the previous  distribution  company
     and appointed him to the position of chief of sales and  administration  of
     the new entity.  This new entity is Cox Recorders,  Australia,  Ltd., Pty.,
     and is a corporation  formed under  Australian law. The Company owns 95% of
     this subsidiary.

2.   HIRED SENIOR VICE PRESIDENT OF ENGINEERING, MR. URI M. DAHAN, AND BEGAN THE
     DEVELOPMENT  OF THE EDS  "SMART  CARD"  TEMPERATURE  LOGGER  As part of its
     ongoing  efforts to achieve  market  leadership  in  technical  products in
     temperature  monitoring,  the Company started development of its EDS "Smart
     Card"  electronic  temperature  recorder.  The  conceptual  origins of this
     product  began in 1996 when  plans  were  laid to create a  technologically
     novel device for  temperature  monitoring.  Late in 1999,  the  opportunity
     arose to hire a design  expert in the field of design  for  devices of this
     type.  The  Company  took the  opportunity  and hired Mr.  Dahan to provide
     design and product development  leadership for the product. The final phase
     of  realization  of this product  from  concept to  prototype  has been his
     primary responsibility.  Mr. Dahan was elected a director of the Company in
     1999. His qualifications are summarized in Part II, Item 1(c).

3.   HIRED SENIOR VICE PRESIDENT OF INFORMATION  SYSTEMS, MR. MOHAMED HASSIM, TO
     COMPLEMENT  THE HARDWARE  DEVELOPMENT  OF THE EDS "SMART CARD"  TEMPERATURE
     LOGGER WITH COMPANION  SOFTWARE With the advent of accelerated  development
     of the EDS "Smart Card" electronic  temperature recorder, a parallel effort
     was required to develop custom  software to read the  information  from the
     device.  Mr. Hassim, a software  designer and engineer was hired to head up
     this  project.  Mr.  Hassim  has a  distinguished  background  in  software
     development, and is a talented software designer.

4.   INITIATED  PURCHASE,  DESIGN AND  DEVELOPMENT  OF A NEW  HIGH-SPEED  "SMART
     LABEL"  MACHINE The Company has performed an in depth market  assessment of
     demand for its  Vitsab(R) "Smart Label" product.  This assessment  revealed
     that market  viability  would be dependent  upon the ability to produce the
     product  at  high  volumes   during  the  initial   phases  of   commercial
     introduction.  Existing  machinery for  production was  essentially  "pilot
     plant" in scale;  creation of new technology and machinery  would therefore
     be necessary to achieve commercial readiness for the Vitsab(R) product. The
     Company  engaged the  services of a  recognized  designer  and  producer of
     automated  production  machinery.  The machinery,  as of the preparation of
     this document,  is 90% complete as of the date of this report, and has been
     successfully operated in a preliminary trial. The value of the machinery is
     in excess of $1,100,000 (see item 10 below).

5.   OBTAINED  FINANCING OF  $2,500,000  FROM  TECHNOLOGY  INVESTORS,  LLC Rapid
     expansion  by the  Company  into  new  technologies  has  necessitated  the
     acquisition of financing for investment purposes.  The Company entered into
     an agreement with Technology  Investors,  LLC and its principals,  Brian D.
     Fletcher  and Kurt C. Reid,  which  yielded the  $2,500,000  in  investment
     capital to the Company. The details of this financing transaction appear in
     Note K - Related-Party  Matters of the notes to the consolidated  financial
     statements.

                                       11
<PAGE>
6.   HIRED CHIEF  OPERATING  OFFICERS,  BRIAN D.  FLETCHER  AND KURT C. REID Mr.
     Fletcher  and Mr. Reid  agreed to join the  Company as  Co-Chief  Operating
     Officers in 2000. Mr. Fletcher and Mr. Reid,  along with President and CEO,
     Dr. James L. Cox, constitute the new executive  management committee of the
     Company.

7.   HIRED PRESIDENT OF VITSAB, INC., JAMES R. MCCUE The Company has planned for
     the  expansion of the  Vitsab(R) operations  in  anticipation of commercial
     readiness  and high volume  production.  Mr. McCue was hired to head up the
     expansion  effort,  and now serves as President of Vitsab,  Inc.,  the core
     subsidiary  for  the  Company's  Smart  Label  operations.  Mr.  McCue  has
     extensive  experience  in  management  and  sales  administration.  He  was
     formerly involved in medical equipment sales and sales administration for a
     large national firm.

8.   BEGAN PROCESS OF REDUCING EXPENSES IN THE COX RECORDERS  ASSEMBLY OPERATION
     A review of operations  within the Company revealed that  reorganization of
     certain of its procedures,  policies and manufacturing protocols related to
     recorder  operations  could result in  substantial  reductions in expenses.
     Management  has  started  to make  significant  changes  aimed  at  greater
     efficiency in workflow, more economic choices of outside services, and more
     competitive  sourcing  of  materials  for  operations.  Some  manufacturing
     processes are being studied for automation, as well.

9.   DOWNSIZING  AND EXPENSE  REDUCTION AT THE PHOENIX OFFICE The Phoenix office
     of the Company has  functioned  as a  management  office for certain of the
     overall affairs of the Company,  the center for  administration of oilfield
     activities and transactions, and as a developmental location for aspects of
     software development. Changes in the focus of some of these activities have
     opened the possibility to downsize the scope of these office functions. The
     Company has taken  significant  steps to reduce  expenditure at the Phoenix
     office by staff  reduction,  reduction in leased  space,  and  reduction of
     telecom service expense.

10.  ESTABLISHED  BANKING  RELATIONSHIP  WITH LONG-TERM LOAN, LINE OF CREDIT AND
     LEASE FOR SMART  LABEL  MACHINE The  Company  has  restructured  its entire
     banking relationship. The need for restructuring arose from prior bank debt
     maturity and impending  requirements  for lease financing  arising from the
     acquisition  of automated  machinery for the  high-speed  production of the
     Vitsab(R) product. Expansion  of the  new  technologies,  according  to the
     Company's  projections and budgetary  analyses,  also required a new credit
     line for working  capital.  All of these  requirements  have been  recently
     resolved with the  establishment of a new banking  relationship to supplant
     the  prior  banking  service  provider.   This  refinancing/new   financing
     transaction  is a significant  event in the overall  expansion plan for the
     Company's future. Important details of this financing transaction appear in
     Note O -  Subsequent  Events  of the  notes to the  consolidated  financial
     statements.

11.  SET UP FRESHTAG(TM) RESEARCH AND MANUFACTURING, INC., TO CONCENTRATE ON THE
     DEVELOPMENT  OF  FRESHTAG(TM)  PROJECT The Company  was  successful  in the
     acquisition  of  patent  rights to  technology  developed  by the FDA,  the
     FreshTag(TM).  As sole patent rights  holder,  the Company is positioned to
     offer FreshTag(TM) product in the future to what appear to be a substantial
     market for this "Smart Label" technology. Projections of cash needs for the
     commercial  realization of this technology,  however,  have  necessitated a
     strategy  of  seeking  of  some  outside  funding  for the  project.  A new
     subsidiary, FreshTag Research and Manufacturing,  Inc., was formed to serve
     as the entity for performing the development, and as a vehicle for possible
     future equity financing of the project.

                                       12
<PAGE>
                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     Reference  is made to the annual  report  Form 10-K of the  Company for the
year  ended  April 30,  2000,  relative  to legal  proceedings.  No  changes  or
determinations  have occurred on such proceedings  during the three months ended
July 31, 2000.

ITEMS 2, 3, 4 AND 5 ARE NOT APPLICABLE.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)  Exhibits:
          Exhibit 27 - Financial Data Schedule

     (b)  Reports on Form 8-K:
          There were no reports on Form 8-K filed  during the three months ended
          July 31, 2000.


                                   SIGNATURES

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

                                            COX TECHNOLOGIES, INC.
                                            (Registrant)


Date: 09-22-00                              /s/ James L. Cox
                                            ------------------------------------
                                            James L. Cox
                                            Chairman, President and
                                            Chief Executive Officer


Date: 09-22-00                              /s/ Robert W. Dupree
                                            ------------------------------------
                                            Robert W. Dupree
                                            Chief Financial Officer

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