10-Q/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q/A

Amendment No. 1

(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, 2012
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 0-16088

CPS TECHNOLOGIES CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Delaware (State or Other Jurisdiction of Incorporation or Organization	04-2832509 (I.R.S. Employer Identification No.)
111 South Worcester Street Norton MA (Address of principal executive offices)	02766-2102 (Zip Code)

(508) 222-0614
Registrants Telephone Number, including Area Code:

CPS Technologies Corporation

111 South Worcester Street

Norton, MA 02766-2102

Former Name, Former Address and Former Fiscal Year if Changed since Last Report

Indicate 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 than the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days. [X] Yes [ ] No

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). [X] Yes [ ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [ ] Accelerated filer [ ] Non-accelerated filer [ ] Smaller reporting company [X]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act):
[ ] Yes [X] No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuers classes of common stock, as of the latest practicable date. Number of shares of common stock outstanding as of August 5, 2012: 12,891,659.

This Amendment No.1 to the Quarterly Report on Form 10-Q/A (the “Amendment”) amends the Quarterly Report on Form 10-Q of CPS Technologies Corporation (the “Company”) for the quarter ended June 30, 2012 (the “Original Filing”), that was originally filed with the U.S. Securities and Exchange Commission on August 13, 2012. The Amendment is being filed to submit Exhibit 101. The Amendment revises the exhibit index included in Part II, Item 6 of the Original Filing and Exhibit 101 (XBRL interactive data) is included as an exhibit to the Amendment.

Except as described above, the Amendment does not modify or update the disclosures presented in, or exhibits to, the Original Filing in any way. Those sections of the Original Filing that are unaffected by the Amendment are not included herein. The Amendment continues to speak as of the date of the Original Filing. Furthermore, the Amendment does not reflect events occurring after the filing of the Original Filing. Accordingly, the Amendment should be read in conjunction with the Original Filing, as well as the Company`s other filings made with the SEC pursuant to Section 13(a) or 15(d) of the Exchange Act subsequent to the filing of the Original Filing.

PART II – OTHER INFORMATION

ITEM 6 EXHIBITS

Exhibit No	Description
31.1	Certification Of Chief Executive Officer Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 302 Of The Sarbanes-Oxley Act Of 2002
31.2	Certification Of Chief Financial Officer Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 302 Of The Sarbanes-Oxley Act Of 2002
32.1	Certification Pursuant To 18 U.S.C. Section 1350, As Adopted Pursuant To Section 906 Of The Sarbanes-Oxley Act Of 2002
101**	XBRL Interactive Data File
** Provided herewith

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.

CPS TECHNOLOGIES CORPORATION
(Registrant)

Date: September 13, 2012
/s/ Grant C. Bennett
Grant C. Bennett
Chief Executive Officer

Date: September 13, 2012
/s/ Ralph M. Norwood
Ralph M. Norwood
Chief Financial Officer

EX-31

EXHIBIT 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Grant C. Bennett, certify that:

1. I have reviewed this quarterly report on Form 10-QA;
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4. The registrant`s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant`s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this quarterly report based on such evaluation (the "Evaluation Date"); and

d) Disclosed in this quarterly report any change in the registrant`s internal control over financial reporting that occurred during the registrant`s most recent fiscal quarter that has materially affected or is reasonably like to materially affect, the registrant`s internal control over financial reporting.

5. The registrant`s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant`s auditors and the audit committee of the registrant`s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant`s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant`s internal control over financial reporting.

Date: September 13, 2012
/s/ Grant C. Bennett
Grant C. Bennett
President and Chief Executive Officer

EX-31

EXHIBIT 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002

I, Ralph M. Norwood, certify that:

1. I have reviewed this quarterly report on Form 10-QA;
2. Based on my knowledge, this quarterly report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this quarterly report;
3. Based on my knowledge, the financial statements, and other financial information included in this quarterly report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this quarterly report;
4. The registrant`s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this quarterly report is being prepared;

b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c) Evaluated the effectiveness of the registrant`s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of the end of the period covered by this quarterly report based on such evaluation (the "Evaluation Date"); and

d) Disclosed in this quarterly report any change in the registrant`s internal control over financial reporting that occurred during the registrant`s most recent fiscal quarter that has materially affected or is reasonably like to materially affect, the registrant`s internal control over financial reporting.

5. The registrant`s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant`s auditors and the audit committee of the registrant`s board of directors (or persons performing the equivalent functions):

a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant`s ability to record, process, summarize and report financial information; and

b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant`s internal control over financial reporting.

Date: September 13, 2012
/s/ Ralph M. Norwood
Ralph M. Norwood
Chief Financial Officer

EX-32

Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of CPS Technologies Corporation (the "Company") on Form 10-QA for the six month period ended June 30, 2012 as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Grant C. Bennett, President and Chief Executive Officer of the Company, and I, Ralph M. Norwood, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1. The Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: September 13, 2012
/s/ Grant C. Bennett
Grant C. Bennett
President and Chief Executive Officer

Date: September 13, 2012
/s/ Ralph M. Norwood
Ralph M. Norwood
Chief Financial Officer

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Share-Based Payments

6 Months Ended

Jun. 30, 2012

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Share-Based Payments

(4) Share-Based Payments

The Company measures the cost of employee services received in exchange for an award of equity instruments based on the grant date fair value of the award. That cost is recognized over the period during which an employee is required to provide services in exchange for the award, the requisite service period (usually the vesting period). The Company provides an estimate of forfeitures at initial grant date. Reductions in compensation expense associated with the forfeited options are estimated at the date of grant, and this estimated forfeiture rate is adjusted periodically based on actual forfeiture experience. The company uses the Black-Scholes option pricing model to determine the fair value of the stock options granted.

There were no shares granted under the 2009 Stock Incentive Plan (the “Plan”) during the quarters ended June 30, 2012 and July 2, 2011. During the three and six months ended June 30, 2012, the Company recognized $55,217 and $113,251, respectively, as shared-based compensation expense related to previously granted shared under the Plan. During the three and six months ended July 2, 2011, the Company recognized $61,595 and $112,491, respectively, as shared-based compensation expense related to previously granted shares under the Plan. During the three months ended June 30, 2012 the Company issued 6,000 shares as a result of option exercises. There were no option exercises during the quarter ended March 31, 2012. During the three and six months ended July 2, 2011 the Company issued 20,000 and 63,750 shares, respectively, as a result of option exercises.

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NetIncome (Loss) Per Common and Common Equivalent Share

6 Months Ended

Jun. 30, 2012

Earnings Per Share [Abstract]

NetIncome (Loss) Per Common and Common Equivalent Share

(3) Net Income (Loss) Per Common and Common Equivalent Share

Basic net income or net loss per common share is calculated by dividing net income (loss) by the weighted average number of common shares outstanding during the period. Diluted net income per common share is calculated by dividing net income by the sum of the weighted average number of common shares plus additional common shares that would have been outstanding if potential dilutive common shares had been issued for granted stock option and stock purchase rights. Common stock equivalents are excluded from the diluted calculations when a net loss is incurred as they would be anti-dilutive.

The following table presents the calculation of both basic and diluted EPS:

	Fiscal Quarters Ended					Six Month Periods Ended
	June 30,			July 2,		June 30,			July 2,
	2012			2011		2012			2011
	------------			------------		------------			------------
Basic EPS Computation:
Numerator:
Net income (loss)	$	(372,724	)	$	13,183	$	(907,059	)	$	29,326
Denominator:
Weighted average
Common shares
Outstanding		12,869,483			12,738,390		12,867,571			12,726,168
Basic EPS	$	(0.03	)	$	0.00	$	(0.07	)	$	0.00
Diluted EPS Computation:
Numerator:
Net income (loss)	$	(372,724	)	$	13,183	$	(907,059	)	$	29,326
Denominator:
Weighted average
Common shares
Outstanding		12,869,483			12,738,390		12,867,571			12,726,168
Dilutive effect of stock options		—			490,722		—			478,448
Total Shares		12,869,483			13,229,112		12,867,571			13,204,616
Diluted EPS	$	(0.03	)	$	0.00	$	(0.07	)	$	0.00

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Balance Sheets (USD $)	Jun. 30, 2012	Dec. 31, 2011
Current assets:
Cash and cash equivalents	$ 374,328	$ 1,142,429
Accounts receivable-trade, net of allowance for doubtful accounts and sales returns of $40,000 and $10,000 at June 30, 2012 and December 31, 2011, repsectively	1,749,711	3,112,960
Inventories	3,360,415	3,138,617
Prepaid expenses and other current assets	110,632	152,444
Deferred taxes		287,056
Total current assets	5,595,086	7,833,506
Property and equipment:
Production equipment	7,276,295	7,128,202
Furniture and office equipment	353,780	353,781
Leasehold improvements	735,099	735,099
Total property and equipment cost	8,365,174	8,217,082
Accumulated depreciation and amortization	(6,552,232)	(6,154,193)
Construction in progress	292,923	244,156
Net property and equipment	2,105,865	2,307,045
Deferred taxes, non-current portion	2,079,817	1,193,761
Total assets	9,780,768	11,334,312
Current liabilities:
Accounts payable	980,866	1,463,997
Accrued expenses	512,391	660,031
Current portion of obligations under capital leases	142,348	208,504
Total current liabilities	1,635,605	2,332,532
Obligations under capital leases less current portion	127,751	199,738
Total liabilities	1,763,356	2,532,270
Stockholders` equity:
Common stock, $0.01 par value, authorized 15,000,000 shares; issued 12,927,942 and 12,865,659 shares; at June 30, 2012 and December 31, 2011, respectively	129,279	129,220
Additional paid-in capital	33,692,266	33,569,896
Accumulated deficit	(25,669,818)	(24,762,759)
Less cost of 56,283 common shares repurchased	(134,315)	(134,315)
Total stockholders` equity	8,017,412	8,802,042
Total liabilities and stockholders' equity	$ 9,780,768	$ 11,334,312

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Nature of Business

6 Months Ended

Jun. 30, 2012

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Nature of Business

(1) Nature of Business

CPS Technologies Corporation (the “Company” or “CPS”) provides advanced material solutions to the electronics, power generation, automotive and other industries. The Company`s primary advanced material solution is metal-matrix composites which are a combination of metal and ceramic.

CPS also assembles housings and packages for hybrid circuits. These housings and packages may include components made of metal-matrix composites or they may include components made of more traditional materials such as aluminum, copper-tungsten, etc.

In 2008 the Company also entered into a cooperative agreement with the U.S. Army to further develop its composite technology to produce armor.

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Share-Based Payments (Details Narrative)	3 Months Ended		6 Months Ended
	Mar. 31, 2012	Apr. 02, 2011	Jun. 30, 2012	Jul. 02, 2011
Notes to Financial Statements
Share-based Compensation Expense	$55,217	$61,595	$113,251	$112,491
Shares Issued	6,000	20,000	-	63,750

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Interim Financial Statements

6 Months Ended

Jun. 30, 2012

Accounting Policies [Abstract]

Interim Financial Statements

(2) Interim Financial Statements

As permitted by the rules of the Securities and Exchange Commission applicable to quarterly reports on Form 10-Q, these notes are condensed and do not contain all disclosures required by generally accepted accounting principles.

The accompanying financial statements are unaudited. In the opinion of management, the unaudited financial statements of CPS reflect all normal recurring adjustments which are necessary to present fairly the financial position and results of operations for such periods.

The Company`s balance sheet at December 31, 2011 has been derived from the audited financial statements at that date, but does not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. Certain items in the 2011 financial statements have been reclassified to conform with the 2012 presentation.

For further information, refer to the financial statements and footnotes thereto included CPS`s Annual Report on Form 10-K for the year ended December 31, 2011.

The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year.

The Company’s second fiscal quarter end is the Saturday closest to June 30^th, which could result in a 13 or 14 week fiscal quarter. The second quarters for fiscal 2011 and 2012 each consisted of 13 weeks.

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Balance Sheets (Parenthetical) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Statement of Financial Position [Abstract]
Common Stock, authorized shares	150,000,000	150,000,000
Common Stock, issued shares	12,924,942	12,921,942
Common Stock, outstanding shares	12,891,659	12,865,659
Common Stock, par value	$ 0.01	$ 0.01

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Accrued Expenses (Tables)

6 Months Ended

Jun. 30, 2012

Payables and Accruals [Abstract]

Accrued Expenses

	June 30,		December 31,
	2012		2011
Accrued legal and accounting	$	56,366	$	72,700
Accrued payroll		273,145		456,322
Accrued other		182,880		131,009
	$	512,391	$	660,031

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Document and Entity Information (USD $)	6 Months Ended
	Jun. 30, 2012	Aug. 13, 2012
Document And Entity Information
Entity Registrant Name	CPS TECHNOLOGIES CORP/DE/
Entity Central Index Key	0000814676
Document Type	10-Q
Document Period End Date	Jun. 30, 2012
Amendment Flag	false
Current Fiscal Year End Date	--12-29
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Public Float		$ 12,200,000
Entity Common Stock, Shares Outstanding		12,891,659
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2012

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Inventories - Calculation of Basic and Diluted EPS (Details) (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jul. 02, 2011	Jun. 30, 2012	Jul. 02, 2011
Notes to Financial Statements
Net income (loss)	$ (372,724)	$ 13,183	$ (907,059)	$ 29,326
Weighted average Common Shares Outstanding	12,869,483	12,738,390	12,867,571	12,726,168
Basic EPS	$ (0.03)	$ 0.00	$ (0.07)	$ 0.00
Diluted EPS Computation:
Net income (loss)	(372,724)	13,183	(907,059)	29,326
Weighted average Common Shares Outstanding	12,869,483	12,738,390	12,867,571	12,726,168
Dilutive effect of stock options		$ 490,722		$ 478,448
Total Shares	12,869,483	13,229,112	12,867,571	13,204,616
Diluted EPS	$ (0.03)	$ 0.00	$ (0.07)	$ 0.00

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Statements of Operations (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jul. 02, 2011	Jun. 30, 2012	Jul. 02, 2011
Income Statement [Abstract]
Product sales	$ 3,529,672	$ 4,292,369	$ 6,872,325	$ 9,340,227
Research and development under cooperative agreement	98,593	549,391	310,716	1,341,878
Total revenues	3,628,265	4,841,760	7,183,041	10,682,105
Cost of product sales	3,352,442	3,380,055	6,758,017	7,599,920
Cost of research and development under cooperative agreement	82,844	502,289	265,885	1,266,709
Gross Margin	192,979	959,416	159,139	1,815,476
Selling, general, and administrative	845,009	927,068	1,653,732	1,744,014
Operating income (loss)	(652,030)	32,348	(1,494,593)	71,462
Other expense, net	(5,694)	(8,065)	(11,466)	(17,736)
Income (loss) before income tax	(657,724)	24,283	(1,506,059)	53,726
Income tax provision (benefit)	(285,000)	11,100	(599,000)	24,400
Net income (loss)	$ (372,724)	$ 13,183	$ (907,059)	$ 29,326
Net income (loss) per basic common share	$ (0.03)	$ 0.00	$ (0.07)	$ 0.00
Weighted average number of basic common shares outstanding	12,869,483	12,738,390	12,867,571	12,726,168
Net income (loss) per diluted common share	$ (0.03)	$ 0.00	$ (0.07)	$ 0.00
Weighted average number of diluted common shares outstanding	12,869,483	13,229,112	12,867,571	13,204,616

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Line of Credit and Equipment Lease Facility Agreement

6 Months Ended

Jun. 30, 2012

Leases [Abstract]

Line of Credit and Equipment Lease Facility Agreement

(7) Line of Credit and Equipment Lease Facility Agreements

In early May 2012 the Company increased its $1 million revolving line of credit (“LOC”) to $ 2 million and renewed it $ 1.25 million equipment finance facility (“Lease Line”) with Sovereign Bank.   Both agreements mature in May 2013.  The LOC is secured by the accounts receivable and other assets of the Company, has an interest rate of prime plus one percent (1%) and a one-year term. Under the terms of the LOC agreement, the Company is required to maintain its operating accounts with Sovereign Bank and the Company borrowing capacity is the lesser of the $2million LOC or its borrowing base. At June 30, 2012 the Company’s borrowing base was $836 thousand. The LOC and the Lease Line are cross defaulted and cross collateralized. The Company is also subject to certain financial covenants within the terms of the LOC that require the Company to maintain a targeted coverage ratio as well as targeted debt to equity and current ratios. At June 30, 2012, the Company was in compliance with existing covenants and there were no borrowings outstanding. At June 30, 2012, the Company had $270 thousand of capital equipment financed by the Sovereign equipment finance facility and $980 thousand available remaining on the Sovereign equipment finance facility.

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Accrued Expenses

6 Months Ended

Jun. 30, 2012

Payables and Accruals [Abstract]

Accrued Expenses

(6) Accrued Expenses

Accrued expenses consist of the following:

	June 30,		December 31,
	2012		2011
Accrued legal and accounting	$	56,366	$	72,700
Accrued payroll		273,145		456,322
Accrued other		182,880		131,009
	$	512,391	$	660,031

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Inventories - Inventories (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011
Notes to Financial Statements
Raw materials	$297,996	$390,281
Work in process	1,645,513	1,686,966
Finished goods	1,416,906	1,061,370
Inventories	$ 3,360,415	$ 3,138,617

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NetIncome (Loss) Per Common and Common Equivalent Share (Tables)

6 Months Ended

Jun. 30, 2012

Earnings Per Share [Abstract]

Calculation of Basic and Diluted EPS

	Fiscal Quarters Ended					Six Month Periods Ended
	June 30,			July 2,		June 30,			July 2,
	2012			2011		2012			2011
	------------			------------		------------			------------
Basic EPS Computation:
Numerator:
Net income (loss)	$	(372,724	)	$	13,183	$	(907,059	)	$	29,326
Denominator:
Weighted average
Common shares
Outstanding		12,869,483			12,738,390		12,867,571			12,726,168
Basic EPS	$	(0.03	)	$	0.00	$	(0.07	)	$	0.00
Diluted EPS Computation:
Numerator:
Net income (loss)	$	(372,724	)	$	13,183	$	(907,059	)	$	29,326
Denominator:
Weighted average
Common shares
Outstanding		12,869,483			12,738,390		12,867,571			12,726,168
Dilutive effect of stock options		—			490,722		—			478,448
Total Shares		12,869,483			13,229,112		12,867,571			13,204,616
Diluted EPS	$	(0.03	)	$	0.00	$	(0.07	)	$	0.00

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Income Taxes

6 Months Ended

Jun. 30, 2012

Income Taxes

[IncomeTaxDisclosureTextBlock]

(8) Income Taxes

At December 31, 2011, the Company had approximately $1,368,000 of net operating loss carryforwards available to offset future income for U.S. Federal income tax purpose.

The Company recorded a tax benefit of $227,000 and $467,000 for federal income taxes and a tax benefit of $58,000 and $132,000 for state income taxes during the three and six months ended June 30, 2012, respectively. The company recorded a tax provision of $6,700 and $15,100 for federal income taxes and a tax provision of $4,400 and $9,300 for state income taxes during the three and six months ended July 2, 2011, respectively.

The Company has a current and non-current deferred tax asset aggregating $2,079,817 and $1,480,817 on the Company`s balance sheet at June 30, 2012 and December 31, 2011, respectively. A valuation allowance is required to be established or maintained when it is "more likely than not" that all or a portion of deferred tax assets will not be realized. The Company believes that it will generate sufficient future taxable income to realize the tax benefits related to the remaining deferred tax assets and as such no valuation allowance has been provided against the deferred tax asset.

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Commitment

6 Months Ended

Jun. 30, 2012

Commitment

[CommitmentsDisclosureTextBlock]

(9) Commitment

In February 2011, the Company entered into a one-year lease, with five options to renew for one year periods, for approximately 13,800 square feet of rentable space inside a larger building located at 79 Walton Street, Attleboro, Massachusetts. Monthly rent, which includes utilities, is $6,900. In February 2012, the Company exercised the first of the five one year renewal options.

As of June 30, 2012, production equipment included $293thousand of construction in progress, and the Company had outstanding commitments to purchase $238 thousand of production equipment. The Company intends to finance production equipment in construction in progress and outstanding commitments under the lease agreement with a combination of accessing the Lease Line, cash balances and the borrowings under the LOC.

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Inventories (Tables)

6 Months Ended

Jun. 30, 2012

Inventory Disclosure [Abstract]

Inventories

	June 30,		December 31,
	2012		2011
Raw materials	$	297,996	$	390,281
Work in process		1,645,513		1,686,966
Finished goods		1,416,906		1,061,370
Inventories	$	3,360,415	$	3,138,617

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Nature of Business (Details Narrative)

6 Months Ended

Jun. 30, 2012

Notes to Financial Statements

Nature of Business

(1) Nature of Business

CPS Technologies Corporation (the “Company” or “CPS”) provides advanced material solutions to the electronics, power generation, automotive and other industries. The Company`s primary advanced material solution is metal-matrix composites which are a combination of metal and ceramic.

CPS also assembles housings and packages for hybrid circuits. These housings and packages may include components made of metal-matrix composites or they may include components made of more traditional materials such as aluminum, copper-tungsten, etc.

In 2008 the Company also entered into a cooperative agreement with the U.S. Army to further develop its composite technology to produce armor.

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Statements of Cash Flows (USD $)	6 Months Ended
	Jun. 30, 2012	Jul. 02, 2011
Cash flows from operating activities:
Net income (loss)	$ (907,059)	$ 29,326
Adjustments to reconcile net income (loss) to cash provided by operating
Depreciation and amortization	398,039	363,874
Share-based compensation	113,251	112,491
Deferred taxes	(599,000)	14,200
Excess tax benefit from stock options exercised		(32,050)
Accounts receivable-trade	1,363,249	89,036
Inventories	(221,798)	(528,120)
Prepaid expenses and other current assets	41,812	(45,970)
Accounts payable	(483,131)	133,531
Accrued expenses	(147,640)	(291,637)
Net cash used in operating activities	(442,277)	(155,319)
Cash flows from investing activities:
Purchases of property and equipment	(196,859)	(316,795)
Net cash used by investing activities	(196,859)	(316,795)
Cash flows from financing activities:
Payment of capital lease obligations	(138,143)	(138,210)
Excess tax benefit from stock options exercised		32,050
Proceeds from issuance of common stock	9,178	35,274
Net cash provided (used) by financing activities	(128,965)	(70,886)
Net decrease in cash and cash equivalents	(768,101)	(543,000)
Cash and cash equivalents at beginning of period	1,142,429	1,803,222
Cash and cash equivalents at end of period	374,328	1,260,222
Supplemental cash flow information:
Cash paid for taxes		76,500
Interest paid	$ 11,466	$ 17,736

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Inventories

6 Months Ended

Jun. 30, 2012

Inventory Disclosure [Abstract]

Inventories

(5) Inventories

Inventories consist of the following:

	June 30,		December 31,
	2012		2011
Raw materials	$	297,996	$	390,281
Work in process		1,645,513		1,686,966
Finished goods		1,416,906		1,061,370
Inventories	$	3,360,415	$	3,138,617

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Accrued Expenses - Accrued Expenses (Details) (USD $)	Jun. 30, 2012	Dec. 31, 2011	Jul. 02, 2011
Notes to Financial Statements
Accrued legal and accounting	$56,366		$72,700
Accrued payroll	273,145		456,322
Accrued other	182,880		131,009
Total Accrued Expenses	$ 512,391	$ 660,031	$ 660,031