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[PJH66]

10QSB: ORION TECHNOLOGIES INC

(EDGAR Online via COMTEX) -- ITEM 2. MANAGEMENT`S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS

Certain statements made by our management may be considered to be "forward-looking statements" within the meaning of the Private
Securities Litigation Act of 1995. Forward-looking statements are based on various factors and assumptions that include known and unknown
risks and uncertainties. The words "believe," "expect," "anticipate" and "project," and similar expressions identify forward-looking statements,
which speak only as of the date the statement was made. Such statements may include, but not be limited to, projections of revenues,
income or loss, expenses, plans, as well as assumptions relating to the foregoing. Forward-looking statements are inherently subject to risks
and uncertainties, some of which cannot be predicted or quantified. Future results could differ materially from those described in
forward-looking statements as a result of the risks set forth in the following discussion, among others.

Our financial statements have been presented on a going concern basis, which contemplates the realization of assets and settlement of
liabilities and commitments in the normal course of business. We have experienced losses since our inception, currently have a significant
working capital deficit, and are in the need of additional capital investment. Our auditors have included a fourth paragraph in their Report of
Independent Certified Public Accountants, drawing attention to factors which raise substantial doubt about our ability to continue as a going
concern. We are hopeful that, with our recent acquisition of the business assets of erbia Networks and the disposal of EZ and EPS, our
operating results will improve. However, there can be no assurances that positive results will occur. We may continue to experience adverse
results of operation in the future, and may not be able to satisfy our current obligations in the normal course of business or obtain additional
investment capital on terms acceptable to us, or at all.

Prior to April 2001, our common stock was traded on the OTC Bulletin Board, a service operated by the Nasdaq Stock Market, Inc. under the
trading symbol "ORTG". Our common stock was removed temporarily from the OTC Bulletin Board in accordance with NASD Market Rule
6530 and we are currently listed in the gray market until we qualify for relisting, which we are working to accomplish.


OVERVIEW OF OUR BUSINESS AND RESULTS OF OPERATIONS

Our focus is on providing telecommunications services and electronic commerce (point of sale) equipment. In December 1999, we formed
Globalinx, a wholly owned subsidiary that is concentrating on providing integrated telecommunications services, including the resale of long
distance telephone time and in March 2000 we acquired Special Accounts Billing Group, Inc., a Company owning FCC state certification
licenses throughout the United States. In May 2001, we entered into a lease purchase agreement with The Willis Group, Inc. of Houston,
Texas, for a Siemen`s DCO/CS tandem switch, which used to be collocated in space provided by AT&T Local Services at the World Trade
Center in Manhattan, New York. The switch was destroyed in connection with the Terrorist attack on the World Trade Center on September 11,
2001. We are negotiating with the lessor to replace this switch that was destroyed with a comparable switch located in Florida, applying
previous payments against the purchase of this replacement switch. The switch facility, if obtained in Florida, will allow Globalinx to offer
facility based enhanced telecommunications solutions for our commercial and residential customer base and expand our network operations to
include wholesale, pre-paid and existing post-paid services. We believe that should we be successful in completing our negotiation and the
replacement switch becomes operational, multiple global carriers will be connected to the switch.

Effective June 30, 2001, the Company purchased the majority of the operating assets and assumed certain liabilities of erbia Networks, Inc.
and related companies. This acquisition substantially increases the customer base for Globalinx products. Founded in 1998, erbia Networks
provides long distance services to more than 20,000 small office/home office (SOHO), small-to-medium enterprises and high-value residential
customers nationwide. It also possesses a sizable agent base and customer care call center in Margate, Florida. By merging the management
teams and resources of Globalinx and erbia Networks, Globalinx expands its customer service capabilities and breadth of services offering to
customers worldwide. erbia Networks provides long-distance services to more than 20,000 customers. Should we be successful in completing
our

negotiations for a replacement switch and with our acquisition of erbia Networks, we would consider ourselves to be a facilities based reseller
of bundled telecommunications services, including long distance time.


RESULTS OF OPERATIONS - THREE MONTHS ENDED MARCH 31, 2001 AND 2000

For the three months ended March 31, 2001 and 2000, we experienced net losses before discontinued operations of ($349,541) or ($0.07) per
share of common stock and ($893,897) or ($0.16) per share of common stock, respectively. The loss for the three months ended March 31,
2001 was caused primarily by operating losses incurred by Globalinx, and corporate administrative charges which included a non-cash charge
of $109,000 recorded in connection with the issuance of 100,000 shares of common stock to a consultant in exchange for services received.

We anticipate that the June 2001 acquisition of the operating assets and customer base of erbia Networks will enable us to add product
offerings and services that are in our areas of focus, and will contribute both revenues and cash flows once fully integrated and operational.

Due to the recent acquisition of the operating assets of erbia Network and the discontinuance of our European operations, we believe that our
current operations are not indicative of our future operations. It is difficult for us to predict what those operations will consist of, since we are in
the process of refining our focus and building our Company. Our current focus includes additional acquisitions, all of which would be subject to
the Company being able to obtain financing on acceptable terms.


REVENUES

Our revenue from continuing operations for the three months ended March 31, 2001 and 2000 were as follows.


2001 2000
------------- --------------
Sale of TVS products $ 550,203 $ -
Sale of services by Globalinx 243,033 -
------------- --------------


$ 793,236 $ -
============= ==============

We had no sales during the three months ended March 31, 2000 other than $27,630 generated by EZ which are included in discontinued
operations.


COST OF REVENUES

During the three months ended March 31, 2001 and 2000, cost of services provided and goods sold were as follows.


2001 2000
------------- --------------
Sale of TVS products $ 232,133 $ -
Sale of services by Globalinx 141,664 -
------------- --------------


$ 373,797 $ -
============= ==============

Costs we incur related to the sale of point of sale security products by TVS consist primarily of material and labor costs incurred in producing
the products. Gross margins at TVS are relatively stable at approximately 50%, and are expected to remain at this level in the future. Our cost
of the services provided by Globalinx consists primarily of the cost of long distance services we purchase. We believe that, as our customer
base increases and our revenues grow, our costs will increase. However, as our customer base expands and we diversify our product offerings,
we expect to experience an improvement in our overall gross margin.


SALES AND MARKETING

During the three months ended March 31, 2001, we incurred sales and marketing costs in both our Globalinx and TVS subsidiaries totaling
$106,258. We anticipate that we will incur increased sales and marketing costs in these subsidiaries as we introduce new products, expand
our markets and integrate acquisitions, like erbia Networks, into our business.


GENERAL AND ADMINISTRATIVE

During the three months ended March 31, 2001 and 2000, we incurred general and administrative expenses totaling $447,331 and $462,054,
respectively. We expect general and administrative expenses to increase in the future. General and administrative expenses for the three
months ended March 31, 2001 and 2000 were as follows:


2001 2000
------------- --------------
Orion Technologies $ 99,944 $ 318,384
Globalinx 166,188 143,673
TVS 181,199 -
------------- --------------


$ 447,331 $ 462,057
============= ==============


NON-CASH COMPENSATION-GENERAL AND ADMINSTRATIVE

During February 2001, we issued 100,000 shares of common stock to a consultant in exchange for services received. The shares had a fair
value of $109,000 at the date of issuance.


AMORTIZATION AND DEPRECIATION

Amortization and depreciation expense was $77,988 for the three months ended March 31, 2001, and relates primarily to the amortization of
goodwill and other intangibles we recorded in connection with our acquisitions of TVS and SABG. Since we plan to complete additional
acquisitions in the future and anticipate purchasing property and equipment used in the operation of our businesses, we expect that
amortization and depreciation expense will also continue to increase. Amortization and depreciation of $112,657 for the three months ended
March 31, 2000 was related to the full impairment of the $112,500 of goodwill recorded when we acquired Hancock Holdings.

Goodwill amortization during the three months ended March 31, 2000 related to the acquisition of EZ and EPS totaled $188,675. This amount
has been included in loss from discontinued operations at March 31, 2000.


INCOME TAXES

There was no provision for federal or state income taxes for the period from our inception due to our operating losses. At March 31, 2001, we
had net operating loss carryforwards for income tax purposes. A valuation allowance has been established and, accordingly, no benefit has
been recognized for our net operating losses and other deferred tax assets.


LIQUIDITY AND CAPITAL RESOURCES

During the three months ended March 31, 2001, we raised $11,560 from the sale of 17,000 shares of our common stock.

Our line of credit, available for use exclusively by TVS, for up to $100,000 expired on June 30, 2001 and was terminated on July 31, 2001. At
March 31, 2000, we had drawn approximately $46,000 under this line of credit. Certain current employees and former stockholders of TVS
guarantee repayment of this line of credit. In connection with the termination of this line of credit we agreed to repay the bank the $35,000
outstanding at that time in monthly installments of $6,000 over a six-month period.

Net cash provided by operating activities for the three months ended March 31, 2001 totaled $45,838. Cash provided from operations was
primarily due to our accounts payable and accrued liabilities increasing offset by our loss from operations, adjusted for non-cash items, which
include depreciation, amortization and non cash compensation.

There were no investing activities during the three months ended March 31, 2001.

We expect to increase our capital expenditures and enter into lease commitments in the future consistent with our anticipated growth in
operations, infrastructure and personnel.

Net cash used in financing activities was $27,464 during the three months ended March 31, 2001 and consisted primarily of repayments on the
Company`s line of credit and long-term debt. We also sold a small number of shares of our common stock for $11,560, which we used for
working capital.

Our financial statements have been prepared on a going concern basis, which contemplates the realization of assets, and the satisfaction of
liabilities in the normal course of business. Our auditors have included in their Report of Independent Certified Public Accountants a fourth
(explanatory) paragraph drawing attention to factors that raise substantial doubt about our ability to continue as a going concern. We have
experienced net losses since our inception, currently have a significant working capital deficit, and are in immediate need of additional
investment capital in order to continue our operations.

Although we are hopeful that operating results will improve, there can be no assurances that positive results will occur. We may continue to
experience adverse results of operation in the future, and we will not be able to satisfy our current obligations in the normal course of business
or obtain additional investment capital on terms acceptable to us, or at all. We believe that without additional investment capital we will not
have sufficient cash to fund our planned activities in the near future, and we will not be able to continue operating. As such, our continuation as
a going concern is dependent upon our ability to immediately raise additional financing followed by the successful development and
introduction of our products and services to market. Our anticipated cash flows from our 2001 operations is largely dependent upon our ability
to achieve our sales and gross profit objectives from our current products and the new products we launched in 2001 in connection with our
acquisition of erbia Networks. These factors among others may indicate that we will be unable to continue as a going concern. We are actively
pursuing additional equity financing to provide the necessary funds for working capital. We cannot be assured that we will be able to secure the
needed funds or that should we be able to obtain these funds, that they will be on terms acceptable to us.


(c) 1995-2001 Cybernet Data Systems, Inc. All Rights Reserved


Received by Edgar Online Oct 30, 2001


CIK Code: 0001047174
Accession Number: 0000950133-01-503017

-0-


STOCK SYMBOLS: [(ortg)]

[SoWhat]

Hallo PJH66,

das nächste sollte demnächst folgen und das Relisting an den BB-Markt ist auch da.

Good luck

sowhat

[Jarod]

Oh jaaaaaa!

Es wird eehhh alles wie früher- also kann ruhig auch Orion Tech. wiederkommen.
Portfolio Dog´s ahead.


*ggggggg*

Jarod

[SoWhat]

Hallo Jarod,

lang nicht mehr gelesen. Nice to see you.

Happy Halloween

sowhat

[Jarod]

Hola SoWhat !

Halte nochimmer Winterschlaf - seit nunmehr 18 Monaten.
Hatte und habe nur wenig Geld im Markt . Meine letzten Käufe waren after Tradings ein paar Tage nach den Towers am Verfallstermin in großen langweiligen Werten . Da konnte ich einfach nicht wiederstehen.
Habe sie aber am Montag alle eingelöst und mich gefreut . Auch mit meinen Indexkäufen hänge ich nun 6 Monate hinterher. Fühle mich zwar sehr wohl in der Vola Welt - aber man vergißt leicht wofür Aktien eigentlich gedacht sind am langen Ende . Ansonsten halte ich es wie der junge Herr der sich damals am Mast festbinden lies - um aus dem Gesang der ( nackten ??? - daß weiß ich bis heute nicht mit 100% iger Sicherheit )Sirenen nicht die falschen Schlüsse für seinen Steuermann zu ziehen.Die Ohren des Selbigen versorgte er vorsichtshalber mit Otowa(x)sol . Ich hoffe es geht dir mit den 200 Millionen EC Kartengeräten gut .
Mir geht es vorzüglich.


Der Finanzwelt nicht !

Jarod

[SoWhat]

Guten Morgen,

jetzt ist auch der bericht für das 2. Quartal da

Good luck

sowhat