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Form 8-K/A for MTM TECHNOLOGIES, INC. (13-OCT-2004)

Financial Statements and Exhibits

ITEM 9. FINANCIAL STATEMENTS AND EXHIBITS


9.01 Financial Statements and Exhibits

(a) Financial Statements of Business Acquired.

Reference is made to the Audited Financial Statements for Network Catalyst, Inc. for the year ended December 31, 2003 and the six months ended June 30, 2004 attached hereto as Exhibit 99.1.

(b) Pro forma financial information.

Reference is made to the Pro Forma Balance Sheet for MTM Technologies, Inc. and Network Catalyst, Inc. combined at June 30, 2004 and the Pro Forma Income Statement for MTM Technologies, Inc. and Network Catalyst, Inc. combined for the year ended March 31, 2004, the three months ended June 30, 2004 and the three months ended June 30, 2003 attached hereto as Exhibit 99.2.


(c)  Exhibits

Exhibit 23     Auditors Consent.

Exhibit 99.1   Audited Financial Statements for Network Catalyst, Inc. for the
               year ended December 31, 2003 and the six months ended June 30,
               2004.

Exhibit 99.2   Pro Forma Balance Sheet for MTM Technologies, Inc. and Network
               Catalyst, Inc. combined at June 30, 2004 and Pro Forma Income
               Statement for MTM Technologies, Inc. and Network Catalyst, Inc.
               combined for the year ended March 31, 2004, the three months
               ended June 30, 2004 and the three months ended June 30, 2003.
 

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