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x
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QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE
ACT OF 1934
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For
the quarterly period ended September 30, 2008
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or
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¨
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE
ACT OF 1934
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For the transition period from
to
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Ohio
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31-1210318
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Page No.
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PART I. FINANCIAL INFORMATION
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Item 1.
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Financial Statements.
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Balance Sheets as of September 30, 2008 (unaudited)
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and December 31, 2007
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3
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Statements of Operations for the Three Months and Nine Months
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Ended September 30, 2008 and 2007 (unaudited)
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5
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Statements of Cash Flows for the Nine Months
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Ended September 30, 2008 and 2007 (unaudited)
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6
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Notes to Financial Statements (unaudited)
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8
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Item 2.
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Management's Discussion and Analysis of Financial Condition and
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Results of Operations.
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14
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Item 3.
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Quantitative and Qualitative Disclosures About Market Risk.
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N/A
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Item 4.
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Controls and Procedures.
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20
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PART II. OTHER INFORMATION
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Item 1.
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Legal Proceedings.
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N/A
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Item 1A.
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Risk Factors
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N/A
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Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds.
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N/A
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Item 3.
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Defaults Upon Senior Securities.
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N/A
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Item 4.
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Submission of Matters to a Vote of Security Holders.
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N/A
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Item 5.
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Other Information.
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N/A
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Item 6.
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Exhibits.
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21
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| Signatures. |
21
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2008
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2007
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||||||
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CASH
FLOWS FROM OPERATING ACTIVITIES
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|||||||
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Net
income
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$
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29,792
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$
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205,543
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Adjustments
to reconcile net income to net cash (used in) provided by
operating
activities:
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|||||||
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Depreciation
and accretion
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281,446
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216,618
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|||||
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Amortization
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2,316
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2,316
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|||||
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Stock
based compensation
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45,873
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42,938
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|||||
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Gain
on sale of equipment
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(2,000
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)
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(8,352
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)
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Inventory
reserve
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7,930
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8,765
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|||||
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Provision
for doubtful accounts
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-
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(300
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)
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Changes
in operating assets and liabilities:
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(Increase)
decrease in assets:
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Accounts
receivable
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(397,472
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)
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130,860
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Inventories
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(764,389
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)
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(315,039
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)
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Prepaid
expenses
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(149,089
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)
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27,076
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Other
assets
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(16,855
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)
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265,088
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Increase
in liabilities:
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Accounts
payable
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71,007
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314,416
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Accrued
expenses and customer deposits
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738,670
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274,652
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Total
adjustments
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(182,563
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)
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959,038
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Net
cash (used in) provided by operating activities
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(152,771
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)
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1,164,581
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CASH
FLOWS FROM INVESTING ACTIVITIES
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Proceeds
on sale of equipment
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2,000
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18,670
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Purchases
of property and equipment
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(93,836
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)
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(212,016
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)
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Net
cash used in investing activities
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(91,836
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)
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(193,346
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)
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CASH
FLOWS FROM FINANCING ACTIVITIES
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Proceeds
from exercise of common stock options
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10,250
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9,625
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Proceeds
from exercise of common stock warrants
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68,021
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26,909
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Payments
related to registration of common stock
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(16,906
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)
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(32,255
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)
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Payments
related to Preferred Series B dividend
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(24,566
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)
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-
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Proceeds
from note payable
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400,000
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-
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Principal
payments on capital lease obligations
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(467,869
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)
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(106,977
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)
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Net
cash used in financing activities
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(31,070
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)
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(102,698
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)
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2008
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2007
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NET
(DECREASE) INCREASE IN CASH
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$
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(275,677
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)
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$
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868,537
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CASH
- Beginning of period
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1,182,086
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648,494
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CASH
- End of period
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$
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906,409
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$
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1,517,031
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SUPPLEMENTAL
DISCLOSURES OF CASH FLOW INFORMATION
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Cash
paid during the years for:
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Interest,
net
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$
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79,487
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$
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56,433
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Income
taxes
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$
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-
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$
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-
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SUPPLEMENTAL
DISCLOSURES OF NONCASH FINANCING ACTIVITIES
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Property
and equipment purchased by capital lease
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$
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262,900
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$
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1,067,315
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Machinery
& equipment accrued asset retirement obligation
increase
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$
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2,484
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$
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2,484
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SUPPLEMENTAL
DISCLOSURES OF NONCASH OPERATING ACTIVITIES
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Stock
based compensation expense
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$
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45,873
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$
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42,938
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Note
1.
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Business
Organization and Purpose
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Note
2.
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Summary
of Significant Accounting
Policies
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The
accompanying unaudited financial statements have been prepared
in
accordance with accounting principles generally accepted in the
United
States of America for interim financial information and with
instructions
to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they
do not
include all of the information and footnotes required by accounting
principles generally accepted in the United States of America
for complete
financial statements. In the opinion of management, all adjustments
considered necessary for fair presentation of the results of
operations
for the periods presented have been included. The financial statements
should be read in conjunction with the audited financial statements
and
the notes thereto for the year ended December 31, 2007. Interim
results
are not necessarily indicative of results for the full
year.
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The
preparation of financial statements in conformity with accounting
principles generally accepted in the United States of America
requires
management to make estimates and assumptions that affect the
reported
amounts of assets and liabilities at the date of the financial
statements
and the reported amounts of revenues and expenses during the
reporting
period. Actual results could differ from those
estimates.
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In
2004, the Company received funds of $517,935 from the Ohio Department
of
Development’s Third Frontier Action Fund (TFAF) for the purchase of
equipment related to the grant’s purpose. The Company has elected to
record the funds disbursed as a contra asset; therefore, the
assets are
not reflected in the Company’s financial statements. As assets were
purchased, the liability initially created when the cash was
received was
reduced with no revenue recognized or fixed asset recorded on
the balance
sheet. As of September 30, 2008, the Company had disbursed the
entire
amount received. The grant and contract both provide that as
long as the
Company performs in compliance with the grant, the Company retains
the
rights to the equipment. Management states that the Company will
be in
compliance with the requirements and, therefore, will retain
the equipment
at the end of the grant in
2009.
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Note
2.
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Summary
of Significant Accounting Policies
(continued)
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Note
3.
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Common
Stock and Stock Options
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Weighted
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Average
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Stock Options
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Exercise Price
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Outstanding
at December 31, 2006
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343,750
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$
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2.09
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Granted
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-
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-
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Exercised
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-
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-
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|||||
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Forfeited
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(500
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)
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3.25
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Outstanding
at December 31, 2007
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343,250
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$
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2.08
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Granted
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21,000
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3.10
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Exercised
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-
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-
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|||||
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Forfeited
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(1,500
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)
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3.10
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Outstanding
at September 30, 2008
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362,750
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$
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2.14
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Shares
exercisable at December 31, 2007
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313,650
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$
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1.97
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Shares
exercisable at September 30, 2008
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321,050
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$
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2.00
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Weighted
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|||||||
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Average
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|||||||
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Stock Options
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Exercise Price
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||||||
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Outstanding
at December 31, 2006
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247,000
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$
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2.48
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Granted
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-
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-
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|||||
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Exercised
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(6,000
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)
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1.60
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Expired
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-
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-
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|||||
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Forfeited
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-
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-
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|||||
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Outstanding
at December 31, 2007
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241,000
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$
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2.51
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Granted
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-
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-
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|||||
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Exercised
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(7,500
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)
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1.37
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Expired
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-
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-
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|||||
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Forfeited
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-
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-
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|||||
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Outstanding
at September 30, 2008
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233,500
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$
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2.54
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Shares
exercisable at December 31, 2007
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241,000
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$
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2.51
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Shares
exercisable at September 30, 2008
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233,500
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$
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2.54
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Note
3.
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Common
Stock and Stock Options
(continued)
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Note
4.
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Preferred
Stock
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Note
5.
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Inventory
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Inventory
is comprised of the following:
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September 30,
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December 31,
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||||||
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2008
|
2007
|
||||||
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(unaudited)
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Raw
materials
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$
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298,964
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$
|
392,937
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Work-in-progress
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1,014,006
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205,528
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|||||
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Finished
goods
|
290,577
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240,693
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|||||
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Inventory
reserve
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(90,089
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)
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(82,159
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)
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$
|
1,513,458
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$
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756,999
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Note
6.
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Earnings
Per Share
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Basic
income per share is calculated as income available to common
stockholders
divided by the weighted average of common shares outstanding.
Diluted
earnings per share is calculated as diluted income available
to common
stockholders divided by the diluted weighted average number of
common
shares. Diluted weighted average number of common shares has
been
calculated using the treasury stock method for Common Stock equivalents,
which includes Common Stock issuable pursuant to stock options
and Common
Stock warrants. The following is provided to reconcile the earnings
per
share calculations:
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Three months
ended Sept. 30,
2008
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Three months
ended Sept. 30,
2007
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Nine months
ended Sept. 30,
2008
|
Nine months
ended Sept. 30,
2007
|
||||||||||
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Income
applicable to common shares
|
$
|
198,635
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$
|
30,011
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$
|
11,390
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$
|
186,706
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|||||
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Weighted
average common shares outstanding – basic
|
3,560,196
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3,468,756
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3,520,490
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3,457,005
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|||||||||
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Effect
of dilutions – stock options/warrants
|
526,710
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747,564
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601,949
|
767,894
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|||||||||
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Weighted
average common shares outstanding – diluted
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4,086,906
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4,216,320
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4,122,439
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4,224,899
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Note
7.
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Capital
Requirements
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Note
8.
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Note
Payable
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Item
2.
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Management's
Discussion and Analysis of Financial Condition and Results of
Operations
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Item
2.
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Management's
Discussion and Analysis of Financial Condition and Results of
Operations
(continued)
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Item
2.
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Management's
Discussion and Analysis of Financial Condition and Results of
Operations
(continued)
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Item
2.
|
Management's
Discussion and Analysis of Financial Condition and Results of
Operations
(continued)
|