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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 10-QSB

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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2006

[_] 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: 333-120506

DEEP FIELD TECHNOLOGIES, INC
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)

NEW JERSEY 20-1862733
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)

750 HIGHWAY 34
MATAWAN, NJ 07747
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, Including Area Code: (732) 441-7700

Securities registered under Section 12(b) of the Exchange Act: NONE.

Securities registered under Section 12(g) of the Exchange Act: CLASS A COMMON
STOCK, NO PAR
VALUE PER SHARE

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 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 by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES [X] NO [_]

Number of shares of Class A Common Stock, no par value, outstanding as of
November 10, 2006: 20,513,984

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TABLE OF CONTENTS
-----------------

PART I. FINANCIAL INFORMATION

Item 1. Condensed Financial Statements (Unaudited)

Balance Sheet - September 30, 2006 .................. 2

Statements of Operations -
For the nine months and three months ended
September 30, 2006 and 2005 ......................... 3

Statements of Cash Flows -
For the nine months ended September 30, 2006
and 2005 ............................................ 4

Notes to Condensed Financial Statements ............. 5 - 17

Item 2. Management's Discussion and Analysis of
Financial Condition or Plan of Operation ............ 18 - 22

Item 3. Controls and Procedures ............................. 23

PART II. OTHER INFORMATION

Item 6. Exhibits ............................................ 24

DEEP FIELD TECHNOLOGIES, INC.
CONDENSED BALANCE SHEET (Unaudited)
SEPTEMBER 30, 2006

ASSETS
------

CURRENT ASSETS

Cash and cash equivalents $ 33,972
Prepaid expenses 6,283
-----------

Total current assets 40,255
-----------

TOTAL ASSETS $ 40,255
===========

LIABILITIES & STOCKHOLDERS' DEFICIT
-----------------------------------

CURRENT LIABILITIES

Accounts payable and accrued expenses $ 377,765
Due to related parties 255,678
Notes payable to related parties 190,000
Notes payable 500,000
-----------

Total current liabilities 1,323,443
-----------

STOCKHOLDERS' (DEFICIT)

Preferred stock, $1.00 par value; authorized 1,000,000 shares;
no shares issued and outstanding --

Common stock:
Class A - no par value; authorized 10,000,000,000 shares;
20,513,984 shares issued and outstanding 387,500
Class B - $.01 par value; authorized 50,000,000 shares;
no shares issued and outstanding --
Class C - $.01 par value; authorized 20,000,000 shares;
no shares issued and outstanding --

Accumulated deficit (1,670,688)
-----------
Total stockholders' (deficit) (1,283,188)
-----------

TOTAL LIABILITIES & STOCKHOLDERS' (DEFICIT) $ 40,255
===========

The accompanying notes are an integral part of these
condensed financial statements

DEEP FIELD TECHNOLOGIES, INC.
CONDENSED STATEMENTS OF OPERATIONS (Unaudited)

For the Nine Months Ended For the Three Months Ended
September 30, September 30,
------------------------------ ------------------------------
2006 2005 2006 2005
------------ ------------ ------------ ------------

SALES, net $ -- $ 112 $ -- $ --

COST OF SALES -- -- -- --
------------ ------------ ------------ ------------

GROSS PROFIT -- 112 -- --

GENERAL AND ADMINISTRATIVE EXPENSES 282,418 451,306 64,511 303,264
------------ ------------ ------------ ------------

LOSS FROM OPERATIONS (282,418) (451,194) (64,511) (303,264)
------------ ------------ ------------ ------------

OTHER INCOME (EXPENSE)
Other income 869 2,800 223 1,386
Write-off of financing costs -- (10,000) -- --
Interest expense (362,075) (40,944) (28,919) (29,369)
------------ ------------ ------------ ------------
Total other income (expense) (361,206) (48,144) (28,696) (27,983)
------------ ------------ ------------ ------------

LOSS FROM OPERATIONS BEFORE INCOME TAXES (643,624) (499,338) (93,207) (331,247)

PROVISION FOR INCOME TAXES -- -- -- --
------------ ------------ ------------ ------------

NET LOSS APPLICABLE TO COMMON SHARES $ (643,624) $ (499,338) $ (93,207) $ (331,247)
============ ============ ============ ============

NET LOSS PER COMMON SHARE
Basic and diluted $ (0.03) $ (0.05) $ (0.00) $ (0.03)
============ ============ ============ ============

WEIGHTED AVERAGE SHARES OUTSTANDING
Basic and diluted 20,250,248 10,013,984 20,513,984 10,013,984
============ ============ ============ ============

The accompanying notes are an integral part of these
condensed financial statements

DEEP FIELD TECHNOLOGIES, INC.
CONDENSED STATEMENTS OF CASH FLOWS (Unaudited)
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005

2006 2005
----------- -----------

CASH FLOWS FROM OPERATING ACTIVITIES
Net loss $ (643,624) $ (499,338)
Adjustments to reconcile net loss to net cash (used in)
operating activities
Common stock issued for legal services 73,000 --
Common stock issued for repayment of deferred compensation 314,500 --
Changes in certain assets and liabilities:
Decrease in accounts receivable -- 3,000
Decrease in inventory -- 317
(Increase) in prepaid expenses (392) (6,344)
Increase in accounts payable and accrued liabilities 123,239 209,556
Increase in due to related parties 40,912 150,906
(Decrease) in deferred maintenance contracts -- (112)
----------- -----------

Total cash (used in) operating activities (92,365) (142,015)
----------- -----------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from notes payable -- 100,000
Net investment by iVoice, Inc -- (3,000)
----------- -----------

Net cash provided by financing activities -- 97,000
----------- -----------

NET (DECREASE) IN CASH AND CASH EQUIVALENTS (92,365) (45,015)

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD 126,337 299,566
----------- -----------

CASH AND CASH EQUIVALENTS - END OF PERIOD $ 33,972 $ 254,551
=========== ===========

CASH PAID DURING THE PERIOD FOR:
Interest expense $ -- $ --
=========== ===========
Income taxes $ -- $ --
=========== ===========

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
SEPTEMBER 30, 2006 AND 2005

NOTE 1 - BACKGROUND
- -------------------

The condensed unaudited interim financial statements included herein have been
prepared, without audit, pursuant to the rules and regulations of the Securities
and Exchange Commission ("SEC"). The condensed financial statements and notes
are presented as permitted on Form 10-QSB and do not contain information
included in the Company's annual consolidated statements and notes. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America have been condensed or omitted pursuant to such rules
and regulations, although the Company believes that the disclosures are adequate
to make the information presented not misleading. It is suggested that these
condensed consolidated financial statements be read in conjunction with the
December 31, 2005 audited financial statements and the accompanying notes
thereto. While management believes the procedures followed in preparing these
condensed financial statements are reasonable, the accuracy of the amounts are
in some respects dependent upon the facts that will exist, and procedures that
will be accomplished by the Company later in the year.

These condensed unaudited financial statements reflect all adjustments,
including normal recurring adjustments which, in the opinion of management, are
necessary to present fairly the consolidated operations and cash flows for the
periods presented.

Deep Field Technologies, Inc. ("Deep Field Technologies" or the "Company") was
incorporated under the laws of New Jersey on November 10, 2004 as a wholly owned
subsidiary of iVoice, Inc. ("iVoice"). The Company received by assignment all of
the interests in and rights and title to, and assumed all of the obligations of,
all of the agreements, contracts, understandings and other instruments of iVoice
Technology 2, Inc., a Nevada corporation and affiliate of the Company. When we
refer to or describe any agreement, contract or other written instrument of the
Company in these notes, we may also be referring to an agreement, contract or
other written instrument that had been entered into by Deep Field Technologies 2
Inc., and thereafter assigned to the Company.

On September 1, 2004, the Board of Directors of iVoice, the former parent of the
Company, resolved to pursue the separation of iVoice software business into
three publicly owned companies. iVoice will continue to focus on its own
computerized telephony technology and related business development operations.
Deep Field Technologies intends to continue to develop, market and license the
Unified Messaging line of computerized telephony software.

A spin-off transaction was accomplished, on August 5, 2005, by the assignment,
contribution and conveyance of certain intellectual property, representing the
software codes of Unified Messaging, and certain accrued liabilities and related
party debt to Deep Field Technologies (the "Spin-off"). The Class A Common Stock
shares of the Company were distributed to iVoice shareholders in the form of a
special taxable dividend.

In conjunction with the Spin-off, Deep Field Technologies entered into a
temporary administrative services agreement with iVoice. This agreement will
continue on a month-to-month basis until Deep Field Technologies is able to
replace any or all of the services currently being provided by iVoice.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 1 - BACKGROUND (CONTINUED)
- -------------------

On August 5, 2005, Deep Field Technologies assumed $190,000 in accrued
liabilities and related party debt incurred by iVoice Inc. The debt assumed is
convertible into Deep Field Technologies Class B Common Stock at the option of
the holder as later described in these notes.

On August 4, 2005, the Company received notice from the SEC that the
registration statement to effectuate the Spin-off of Deep Field Technologies
from iVoice Inc. was approved and the Company immediately embarked on the
process to spin off the Deep Field Technologies from iVoice Inc.

On January 12, 2006, the Company entered into a Securities Exchange Agreement
(the "Securities Exchange") by and among the Company, Beijing Sino-US Jinche
Yingang Auto Technological Services Limited, a cooperative joint venture under
the laws of The People's Republic of China ("AutoMart") and AutoMart's joint
venture participants ("the JV Participants") whereby the JV Participants will
transfer 95% of their interest in AutoMart to the Company in exchange for an
aggregate of 116,245,399 Class A Common Stock shares, or 85% of the outstanding
shares of the Company, and 2 million of the Company's Class B Common Stock
shares.

The closing of the Securities Exchange will occur upon the satisfaction of a
number of conditions precedents: (i) shareholder approval of the Securities
Exchange by the Company's shareholders, (ii) financing in the form of a
convertible debenture for not less than $4 million and (iii) the requisite
approvals by the People's Republic of China. As of September 30, 2006, the
closing is still pending.

AutoMart is a China based joint venture recently formed between Beijing Silver
Harbor Car Service Center and Mayflower Auto Group, LLC. AutoMart business
focuses on automobile after-sales services, including maintenance and repairs,
insurance, parts sales, interior furnishings, care products, tires, and
windshields in the People's Republic of China.

NOTE 2 - BUSINESS OPERATIONS
- ----------------------------

The Company will continue to develop, market and license the Unified Messaging
line, which was developed by iVoice Inc. With Unified Messaging, e-mail, voice
mail and faxes can be handled through a desktop computer or telephone. All
messages can be viewed and acted upon in order of importance via Microsoft
Outlook or a web browser. E-mail can also be retrieved over the phone, using
text-to-speech, and responded to with a voice message that will be directed to a
fax machine.

NOTE 3 - GOING CONCERN
- ----------------------

The accompanying financial statements have been prepared in conformity with
accounting principles generally accepted in the United States of America, which
contemplates continuation of the Company as a going concern. The Company has
relied on iVoice Inc. for administrative, management, research and other
services.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 3 - GOING CONCERN (CONTINUED)
- ----------------------

As of September 30, 2006, the Company had a net loss, a negative cash flow from
operations as well as negative working capital. These matters raise substantial
doubt about the Company's ability to continue as a going concern. Therefore,
recoverability of a major portion of the recorded asset amounts shown in the
accompanying balance sheet is dependent upon continued operations of the
Company, which in turn, is dependent upon the Company's ability to raise capital
and/or generate positive cash flow from operations.

On January 12, 2006, the Company entered into a Securities Exchange Agreement by
and among the Company, AutoMart and AutoMart's JV Participants whereby the JV
Participants will transfer 95% of their interest in AutoMart to the Company in
exchange for an aggregate of 116,245,399 Class A Common Stock shares, or 85% of
the outstanding shares of the Company. The closing of the Securities Exchange
will occur upon the satisfaction of a number of conditions precedents: (i)
shareholder approval of the Securities Exchange by the Company's shareholders,
(ii) financing in the form of a convertible debenture for not less than $4
million and (iii) the requisite approvals by the People's Republic of China.
Management believes that should the transaction with AutoMart not be
consummated, it is uncertain whether the Company will have the ability to raise
sufficient capital for future operations.

The financial statements do not include any adjustments relating to the
recoverability and classification of recorded assets, or the amounts and
classification of liabilities that might be necessary in the event the Company
cannot continue in existence.

NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
- ---------------------------------------------------

a) Basis of Presentation

The accompanying financial statements up through August 4, 2005, had been
derived from the consolidated financial statements and accounting records of
iVoice Inc. a publicly traded company, using the historical results of
operations and historical basis of assets and liabilities of the Company's
Interactive Voice Response business. Management believes the assumptions
underlying the financial statements are reasonable.

b) Use of Estimates

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 and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
- ---------------------------------------------------

c) Revenue Recognition

The Company derives its revenues from the licensing of its software product and
optional customer support (maintenance) service. The Company's standard license
agreement provides for a one-time fee for use of the Company's product in
perpetuity for each computer or CPU in which the software will reside. The
Company's software application is fully functional upon delivery and
implementation and does not require any significant modification or alteration.
The Company also offers customers an optional annual software maintenance and
support agreement for the subsequent one-year periods. Such maintenance and
support services are free for the first year the product is licensed and is
considered the warranty period. The software maintenance and support agreement
provides free software updates, if any, and technical support the customer may
need in deploying or changing the configuration of the software. Generally, the
Company does not license its software in multiple element arrangements whereby
the customer purchases a combination of software and maintenance. In a typical
arrangement, software maintenance services are sold separately from the software
product, are not considered essential to the functionality of the software, and
are purchased at the customer's option upon the completion of the first year
licensed.

The Company does not offer any special payment terms or significant discount
pricing. Normal and customary payment terms require payment for the software
license fees when the product is shipped. Payment for software maintenance is
due prior to the commencement of the maintenance period. It is also the
Company's policy to not provide customers the right to refund any portion of its
license fees. With respect to the sale of software license fees, the Company
recognizes revenue in accordance with Statement of Position 97-2, Software
Revenue Recognition (SOP 97-2), as amended, and generally recognizes revenue
when all of the following criteria are met: (1) persuasive evidence of an
arrangement exists generally evidenced by a signed, written purchase order from
the customer, (2) delivery of the software product on Compact Disk (CD) or other
means to the customer has occurred, (3) the perpetual license fee is fixed or
determinable and (4) collectibility, which is assessed on a customer-by-customer
basis, is probable.

With respect to customer support services, upon the completion of one year from
the date of sale, considered to be the warranty period, the Company offers
customers an optional annual software maintenance and support agreement for
subsequent one-year periods. Sales of purchased maintenance and support
agreements are recorded as deferred revenue and recognized over the respective
terms of the agreements.

d) Product Warranties

The Company estimates its warranty costs based on historical warranty claims
experience in estimating potential warranty claims. Due to the limited sales of
the Company's products, management has determined that warranty costs are
immaterial and has not included an accrual for potential warranty claims.
Presently, costs related to warranty coverage are expensed as incurred. Warranty
claims are reviewed quarterly to verify that warranty liabilities properly
reflect any remaining obligation based on the anticipated expenditures over the
balance of the obligation period.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
- ---------------------------------------------------

e) Research and development costs

Research and development costs are charged to operations as incurred.

F) Advertising Costs

Advertising costs are expensed as incurred and included in selling expenses.
There were no advertising costs for the nine months ended September 30, 2006 and
2005.

g) Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with original
maturities of three months or less to be cash equivalents. There were no cash
equivalents at September 30, 2006.

The Company maintains cash and cash equivalent balances at a financial
institution that is insured by the Federal Deposit Insurance Corporation up to
$100,000. There were no uninsured cash balances at September 30, 2006.

h) Income Taxes

The Company accounts for income taxes under the Financial Accounting Standards
Board ("FASB") No. 109, "Accounting for Income Taxes" ("Statement 109"). Under
Statement 109, deferred tax assets and liabilities are recognized for the future
tax consequences attributable to differences between the financial statement
carrying amounts of existing assets and liabilities and their respective tax
basis. Deferred tax assets and liabilities are measured using enacted tax rates
expected to apply to taxable income in the years in which those temporary
differences are expected to be recovered or settled. Under Statement 109, the
effect on deferred tax assets and liabilities of a change in tax rates is
recognized in income in the period that includes the enactment date.

i) Loss Per Share

SFAS No. 128, "Earnings Per Share" requires presentation of basic earnings per
share ("basic EPS") and diluted earnings per share ("diluted EPS").

The computation of basic earnings per share is computed by dividing income
available to common shareholders by the weighted average number of common shares
during the period. Diluted earnings per share gives effect to all dilutive
potential Common shares outstanding during the period. The computation of
diluted EPS does not assume conversion, exercise or contingent exercise of
securities that would have an anti-dilutive effect on earnings resulting from
the Company's net loss position.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
- ---------------------------------------------------

i) Loss Per Share (Continued)

The weighted shares used in the computation are as follows:

NINE MONTHS ENDED THREE MONTHS ENDED
--------------------------- ---------------------------
September 30, September 30, September 30, September 30,
2006 2005 2006 2005
------------ ------------ ------------ ------------
Basic and Diluted
EPS Purposes 20,250,248 10,013,984 20,513,984 10,013,984

The Company had no common stock equivalents at September 30, 2006.

j) Recent Accounting Pronouncements

On December 16, 2004, the Financial Accounting Standards Board ("FASB")
published Statement of Financial Accounting Standards No. 123 (Revised 2004),
Share-Based Payment ("SFAS 123R"). SFAS 123R requires that compensation cost
related to share-based payment transactions be recognized in the financial
statements. Share-based payment transactions within the scope of SFAS 123R
include stock options, restricted stock plans, performance-based awards, stock
appreciation rights, and employee share purchase plans. The provisions of SFAS
123R are effective for small business issuers as of the first interim period
that begins after December 15, 2005. Accordingly, the Company has implemented
the revised standard in the fourth quarter of fiscal year 2005. The adoption of
FAS 123R has not had any effect on the financial statements of the company.

On December 16, 2004, FASB issued Financial Accounting Standards No. 153,
Exchanges of Non-monetary Assets, an amendment of APB Opinion No. 29, Accounting
for Non-monetary Transactions ("FAS 153"). This statement amends APB Opinion 29
to eliminate the exception for non-monetary exchanges of similar productive
assets and replaces it with a general exception for exchanges of non-monetary
assets that do not have commercial substance. Under FAS 153, if a non-monetary
exchange of similar productive assets meets a commercial-substance criterion and
fair value is determinable, the transaction must be accounted for at fair value
resulting in recognition of any gain or loss. FAS 153 is effective for
non-monetary transactions in fiscal periods that begin after June 15, 2005. The
implementation of this standard did not have a material impact on its financial
position, results of operations or cash flows.

In May 2005, the FASB issued SFAS No. 154, "Accounting Changes and Error
Corrections." SFAS No. 154 replaces Accounting Principles Board ("APB") Opinion
No. 20, "Accounting Changes" and SFAS No. 3, "Reporting Accounting Changes in
Interim Financial Statements." SFAS No. 154 requires retrospective application
to prior periods' financial statements of a voluntary change in accounting
principle unless it is impracticable. APB No. 20 previously required that most
voluntary changes in accounting principle be recognized by including the
cumulative effect of changing to the new accounting principle in net income in

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
- -----------------------------------------------------

j) Recent Accounting Pronouncements (Continued)

the period of the change. SFAS No. 154 is effective for accounting changes and
corrections of errors made in fiscal years beginning after December 15, 2005.
The adoption of SFAS No. 154 did not have a material impact on the Company's
financial position, results of operations, or cash flows.

In February 2006, the FASB issued SFAS No. 155, "Accounting for Certain Hybrid
Financial Instruments, an amendment of FASB Statements No. 133 and 140." SFAS
No. 155 resolves issues addressed in SFAS No. 133 Implementation Issue No. D1,
"Application of Statement 133 to Beneficial Interests in Securitized Financial
Assets," and permits fair value remeasurement for any hybrid financial
instrument that contains an embedded derivative that otherwise would require
bifurcation, clarifies which interest-only strips and principal-only strips are
not subject to the requirements of SFAS No. 133, establishes a requirement to
evaluate interests in securitized financial assets to identify interests that
are freestanding derivatives or that are hybrid financial instruments that
contain an embedded derivative requiring bifurcation, clarifies that
concentrations of credit risk in the form of subordination are not embedded
derivatives and amends SFAS No. 140 to eliminate the prohibition on a qualifying
special-purpose entity from holding a derivative financial instrument that
pertains to a beneficial interest other than another derivative financial
instrument. SFAS No. 155 is effective for all financial instruments acquired or
issued after the beginning of the first fiscal year that begins after September
15, 2006. The adoption of FAS 155 is not anticipated to have a material impact
on the Company's financial position, results of operations, or cash flows.

In March 2006, the FASB issued SFAS No. 156, "Accounting for Servicing of
Financial Assets, an amendment of FASB Statement No. 140." SFAS No. 156 requires
an entity to recognize a servicing asset or liability each time it undertakes an
obligation to service a financial asset by entering into a servicing contract
under a transfer of the servicer's financial assets that meets the requirements
for sale accounting, a transfer of the servicer's financial assets to a
qualified special-purpose entity in a guaranteed mortgage securitization in
which the transferor retains all of the resulting securities and classifies them
as either available-for-sale or trading securities in accordance with SFAS No.
115, "Accounting for Certain Investments in Debt and Equity Securities" and an
acquisition or assumption of an obligation to service a financial asset that
does not relate to financial assets of the servicer or its consolidated
affiliates. Additionally, SFAS No. 156 requires all separately recognized
servicing assets and servicing liabilities to be initially measured at fair
value, permits an entity to choose either the use of an amortization or fair
value method for subsequent measurements, permits at initial adoption a one-time
reclassification of available-for-sale securities to trading securities by
entities with recognized servicing rights and requires separate presentation of
servicing assets and liabilities subsequently measured at fair value and
additional disclosures for all separately recognized servicing assets and
liabilities. SFAS No. 156 is effective for transactions entered into after the
beginning of the first fiscal year that begins after September 15, 2006. The
adoption of FAS 156 is not anticipated to have a material impact on the
Company's financial position or results of operations.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 4 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)
- ---------------------------------------------------

j) Recent Accounting Pronouncements (Continued)

In September 2006, The Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 157, "Fair Value
Measurement" ("SFAS No. 157"). This standard provides guidance for using fair
value to measure assets and liabilities. SFAS No. 157 applies whenever other
standards require (or permit) assets or liabilities to be measured at fair value
but does not expand the use of fair value in any new circumstances. Prior to
SFAS No. 157, the methods for measuring fair value were diverse and
inconsistent, especially for items that are not actively traded. The standard
clarifies that for items that are not actively traded, such as certain kinds of
derivatives, fair value should reflect the price in a transaction with a market
participant, including an adjustment for risk, not just the company's
mark-to-model value. SFAS No. 157 also requires expanded disclosure of the
effect on earnings for items measured using unobservable data. SFAS No. 157 is
effective for financial statements issued for fiscal years beginning
afterNovember 15, 2007, and interim periods within those fiscal years. The
Company is currently evaluating the impact of this statement on its financial
statements and expects to adopt SFAS No.157 on December 31, 2007.

In September 2006, the FASB issued SFAS No. 158, "Employers' Accounting for
Defined Benefit Pension and Other Postretirement Plans -- An Amendment of FASB
Statements No. 87, 88, 106, and 132R." This standard requires an employer to:
(a) recognize in its statement of financial position an asset for a
plan'soverfunded status or a liability for a plan's underfunded status; (b)
measure a plan's assets and its obligations that determine its funded status as
of the end of the employer's fiscal year (with limited exceptions); and (c)
recognize changes in the funded status of a defined benefit postretirement plan
in the year in which the changes occur. Those changes will be reported in
comprehensive income. The requirement to recognize the funded status of a
benefit plan and the disclosure requirements are effective as of the end of the
fiscal year ending after December 15, 2006. The requirement to measure plan
assets and benefit obligations as of the date of the employer's fiscal year-end
statement of financial position is effective for fiscal years ending after
December 15, 2008. The Company is evaluating the impact of this statement on its
financial statements and believes that such impact may be material.

NOTE 5 - RELATED PARTY TRANSACTIONS
- -----------------------------------

In conjunction with the Spin-off, the Company entered into a temporary
administrative services agreement with iVoice Inc. The administrative services
agreement will continue on a month-to-month basis until the Company has found
replacement services for those services being provided by iVoice Inc., or until
it can provide these services for itself.

The Company has assumed an outstanding promissory demand note in the amount of
$190,000 payable to Jerry Mahoney, President and Chief Executive Officer of
iVoice and Non-Executive Chairman of the Board of the Company. This amount is
related to funds loaned to iVoice and is unrelated to the operations of the

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 5 - RELATED PARTY TRANSACTIONS (CONTINUED)
- -----------------------------------

Company. The note will bear interest at the rate of Prime plus 2.0% (10.25% at
September 30, 2006) per annum on the unpaid balance until paid. Under the terms
of the Promissory Note, at the option of the Note holder, principal and interest
can be converted into either (i) one share of Class B Common Stock of the
Company, par value $.01 per share, for each dollar owed, (ii) the number of
shares of Class A Common Stock of the Company calculated by dividing (x) the sum
of the principal and interest that the Note holder has requested to have prepaid
by (y) eighty percent (80%) of the lowest issue price of Class A Common Stock
since the first advance of funds under this Note, or (iii) payment of the
principal of this Note, before any repayment of interest. The Board of Directors
of the Company maintains control over the issuance of shares and may decline the
request for conversion of the repayment into shares of the Company. As of
September 30, 2006, the outstanding balance owed Mr. Mahoney is $190,000 plus
accrued interest of $25,976.

The Company entered into a five-year employment agreement with Jerome Mahoney,
its non-executive Chairman of the Board of Directors, effective August 3, 2004.
The Company will compensate Mr. Mahoney with a base salary of $85,000 for the
first year with annual increases based on the Consumer Price Index. For the
twelve (12) month period starting August 3, 2006, Mr. Mahoney's salary will be
increased to $90,527. In addition, if the Company achieves annual sales equal to
or greater than $2,000,000, Mr. Mahoney's base annual compensation will
automatically be increased to $145,000. The Company also agreed to pay Mr.
Mahoney a bonus for each merger or acquisition completed by the Company equal to
six percent (6%) of the gross consideration paid or received by the Company, net
of any debt or other liabilities assumed by the Company. Mr. Mahoney has agreed
to accept part of his compensation pursuant to this Employment Agreement in the
form of Class B Common Stock, par value $.01 per share, in lieu of cash, for as
long as the Board of Directors decides, in its sole discretion, that the Company
does not have the financial resources to pay him in cash. The number of Class B
Common Stock shares to be issued Mr. Mahoney shall be equal to one share of
Class B Common Stock for every dollar of compensation due and owing the
Executive. Pursuant to the terms of the Class B Common Stock, a holder of Class
B Common Stock has the right to convert each share of Class B Common Stock into
the number of shares of Class A Common Stock determined by dividing the number
of Class B Common Stock being converted by a 20% discount of the lowest price
for which the Company had ever issued its Class A Common Stock. During the nine
months ended September 30, 2006, Mr. Mahoney deferred $56,492 of his
compensation and received 4,250,000 shares of Class A stock as a repayment of
$35,685 of deferred compensation. As of September 30, 2006, the outstanding
balance due to Mr. Mahoney is $103,190.

The Company entered into a five-year employment agreement with Mr. Meller as of
October 1, 2004. Mr. Meller will serve as the Company's President, Chief
Executive Officer and Chief Financial Officer for a term of five years. As
consideration, the Company agreed to pay Mr. Meller the sum of $85,000 the first
year with an annual increase based on the Consumer Price Index every year
thereafter. For the twelve (12) month period starting October 1, 2006, Mr.
Meller's salary will be increased to $90,527. In addition if the Company
achieves annual sales equal to or greater than $2,000,000, Mr. Meller's base
annual salary will automatically be increased to $145,000. The Company also
agreed to pay Mr. Meller a bonus for each merger or acquisition completed by the
Company equal to six percent (6%) of the gross consideration paid or received by
the Company, net of any debt or other liabilities assumed by the Company. This
bonus would be payable in

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 5 - RELATED PARTY TRANSACTIONS (CONTINUED)
- -----------------------------------

the form of cash, debt or shares of Class B Common Stock at the option of Mr.
Meller.

Mr. Meller also received a bonus of $50,000 earned by the completion of the
Spin-off. Mr. Meller has agreed to defer the cash receipt of said sum until such
time that management believes it has sufficient financing in place to fund this
obligation. Pursuant to the terms of the Class B Common Stock, a holder of Class
B Common Stock has the right to convert each share of Class B Common Stock into
the number of shares of Class A Common Stock determined by dividing the number
of Class B Common Stock being converted by a 20% discount of the lowest price
for which the Company had ever issued its Class A Common Stock. During the nine
months ended September 30, 2006, Mr. Meller deferred $55,790 of his compensation
and received 4,250,000 shares of class A stock as a repayment of $35,685 of
deferred compensation. As of September 30, 2006, the outstanding balance due to
Mr. Meller is $152,488.

NOTE 6 - INCOME TAXES
- ---------------------

Deferred income taxes will be determined using the liability method for the
temporary differences between the financial reporting basis and income tax basis
of the Company's assets and liabilities. Deferred income taxes will be measured
based on the tax rates expected to be in effect when the temporary differences
are included in the Company's tax return. Deferred tax assets and liabilities
are recognized based on anticipated future tax consequences attributable to
differences between financial statement carrying amounts of assets and
liabilities and their respective tax bases.

At September 30, 2006, the deferred tax asset consisted of the following:

Deferred tax asset $ 384,000
Less: Valuation allowance (384,000)
---------
Net deferred tax asset -0-
=========

At September 30, 2006, the Company had a federal net operating loss carry
forward in the approximate amount of $1,128,000 available to offset future
taxable income. The Company established a valuation allowance equal to the full
amount of the deferred tax asset due to the uncertainty of the utilization of
the operating losses in future periods.

NOTE 7 - DEBT
- -------------

On August 12 and November 19, 2004, the Company issued an aggregate of $400,000
in secured convertible debentures, with interest payable at 5% per annum, to
Cornell Capital Partners L.P. The debentures were convertible at the option of
the holder only after our Class A Common Stock has commenced trading on the
Over-the-Counter Bulletin Board. On February 28, 2005, iVoice Inc., on behalf of
the Company, renegotiated the terms and conditions with the holders of its
convertible debentures. The holders of the convertible

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 7 - DEBT (CONTINUED)
- -------------

debentures agreed to exchange the convertible debentures for various promissory
notes. The promissory notes will be in the aggregate amount of $500,000,
$400,000 loaned through the previously issued and exchanged convertible
debentures in 2004 and $100,000 advanced on February 28, 2005. A commitment fee
of 10% of the face amount of the previously issued convertible debentures and
recently issued promissory note was paid at the time of each advance.

The previously paid commitment fees were credited against commitment fees due
and owing against the promissory note. The balance of the commitment fee owed
from the recently issued promissory note was paid on February 28, 2005, at the
time that such $100,000 was advanced to the Company. As of September 30, 2006,
the balance on the promissory notes was $500,000 plus accrued interest of
$105,858.

The promissory notes bear interest at the rate of 12% per annum. Weekly
principal installments of $10,000, plus interest, were to commence on September
1, 2005 and continue on the first day of each calendar month thereafter until
the principal is paid in full. The promissory notes matured on September 1, 2006
with a lump sum payment due of any remaining principal and/or interest. The
Company is in default of the payment schedule and therefore, the balance has
been recorded as a current liability. To date, no weekly principal payments have
been made.

On September 9, 2005, the Company entered into a Standby Equity Distribution
Agreement (the "SEDA") with Cornell Capital Partners, LP ("Cornell Capital
Partners") whereby Cornell Capital Partners agrees to purchase up to $10 million
of the Company's Class A Common Stock (the "Common Stock") over a two-year
period. The shares issuable under the SEDA must be first registered under the
Securities Act of 1933, as amended. The purchase price of the Common Stock shall
be at ninety-five percent (95%) of the lowest trading price of the Company's
Common Stock during the five consecutive trading day period following the
notification by the Company of its request for an advance from Cornell Capital
Partners under the SEDA. In connection with the SEDA, the Company entered into
an Escrow Agreement, Registration Rights Agreement and Placement Agent
Agreement. However, the Company intends on terminating the SEDA, as it is
awaiting the closing of the Share Exchange with AutoMart and the JV
Participants.

NOTE 8 - CAPITAL STOCK
- ----------------------

Pursuant to the Company's certificate of incorporation, as amended, the Company
is authorized to issue 1,000,000 shares of Preferred Stock, par value of $1.00
per share, 10,000,000,000 shares of Class A Common Stock, no par value per
share, 50,000,000 shares of Class B Common Stock, par value $0.01 per share,
20,000,000 shares of Class C Common Stock, par value $0.01 per share. Below is a
description of the Company's outstanding securities, including Preferred Stock,
Class A Common Stock, Class B Common Stock, and Class C Common Stock.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 8 - CAPITAL STOCK (CONTINUED)
- ----------------------

a) Preferred Stock

The Company is authorized to issue 1,000,000 shares of Preferred Stock, par
value $1.00 per share. As of September 30, 2006, the Company has not issued any
shares of Preferred Stock.

b) Class A Common Stock

As of September 30, 2006, there are 10,000,000,000 shares of Class A Common
Stock authorized, no par value, and 20,513,984 shares were issued and
outstanding.

Each holder of Class A Common Stock is entitled to receive ratably dividends, if
any, as may be declared by the Board of Directors out of funds legally available
for payment of dividends. The Company has never paid any dividends on its common
stock and does not contemplate doing so in the foreseeable future. The Company
anticipates that any earnings generated from operations will be used to finance
its growth objectives.

For the nine months ended September 30, 2006, the Company had the following
transactions in its Class A common stock:

o The Company issued 2,000,000 shares of Class A Common Stock for the
repayment of accrued legal fees, valued at $20,737. The fair market
value of the shares was $73,000, resulting in beneficial interest of
$52,263 charged to operations.

o The Company issued 8,500,000 shares of Class A common stock, with a
total value of $71,370 to officers of the Company as repayment of
accrued salaries. The shares had a fair market value of $314,500,
resulting in a beneficial interest of $243,130 charged to operations.

c) Class B Common Stock

As of September 30, 2006, there are 50,000,000 shares of Class B Common Stock
authorized, par value $.01 per share. Each holder of Class B Common Stock has
voting rights equal to 100 shares of Class A Common Stock. A holder of Class B
Common Stock has the right to convert each share of Class B Common Stock into
the number of shares of Class A Common Stock determined by dividing the number
of Class B Common Stock being converted by a 20% discount of the lowest price
for which the Company had ever issued its Class A Common Stock. Upon our
liquidation, dissolution, or winding-up, holders of Class B Common Stock will be
entitled to receive distributions. As of September 30, 2006, no shares were
issued or outstanding.

DEEP FIELD TECHNOLOGIES, INC.
NOTES TO FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
SEPTEMBER 30, 2006 AND 2005

NOTE 8 - CAPITAL STOCK (CONTINUED)
- ----------------------

d) Class C Common Stock

As of September 30, 2006, there are 20,000,000 shares of Class C Common Stock
authorized, par value $.01 per share. Each holder of Class C Common Stock is
entitled to 1,000 votes for each share held of record. Shares of Class C Common
Stock are not convertible into Class A Common Stock. Upon liquidation,
dissolution or wind-up, the holders of Class C Common Stock are not entitled to
receive our net assets pro rata. As of September 30, 2006, no shares were issued
or outstanding.

NOTE 9 - STOCK OPTIONS
- ----------------------

Stock Option Plans
- ------------------

During 2005, the Company adopted the 2005 Stock Incentive Plan and the 2005
Directors' and Officers' Stock Incentive Plan ("Plan") in order to attract and
retain qualified personnel. Under the Plan, the Board of Directors, in its
discretion may grant stock options (either incentive or non-qualified stock
options) to officers, directors and employees.

The Company did not issue any stock options for the nine months ended September
30, 2006.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
OR PLAN OF OPERATION

You should read the following discussion in conjunction with our
audited financial statements and related notes included in the Form SB-2
previously filed with the SEC. Our fiscal year currently ends on December 31,
and each of our fiscal quarters ends on the final day of a calendar quarter
(each March 31, June 30 and September 30). The following discussion contains
forward-looking statements. Please see "Forward Looking Statements - Cautionary
Factors" for a discussion of uncertainties, risks and assumptions associated
with these statements.

OVERVIEW AND PLAN OF OPERATION

Prior to August 5, 2005, the Company's previous financial results and
operations were reflected in the consolidated financial statements and
accounting records of iVoice Inc., and reflect significant assumptions and
allocations. These financial statements do not necessarily reflect the financial
position, results of operations and cash flows of Deep Field Technologies had it
been a stand-alone entity.

Deep Field Technologies seeks to leverage the value of underutilized
developed technology and believes that the transition to an independent company
will provide Deep Field Technologies with greater access to capital. This should
provide needed financial resources to potentially penetrate the market and
distribute the product. As such, the Company's business was formed from the
contribution by iVoice Inc. of certain assets and related liabilities on August
5, 2005. In connection with this Spin-off by iVoice Inc., iVoice Inc.,
immediately prior to the Spin-Off, assigned and conveyed to Deep Field
Technologies its Unified Messaging software business and related liabilities,
including all intellectual property of iVoice Inc. relating to the Unified
Messaging software business. The board and management of iVoice Inc. elected not
to transfer any part of the working cash balance of iVoice Inc. to Deep Field
Technologies. Based upon the current intention of Deep Field Technologies not to
conduct any research and development or hire additional employees and instead
focus on the sale of the existing Unified Messaging technology, the board has
determined that, on balance, Deep Field Technologies has the ability to satisfy
its working capital needs as a whole. The board and management of iVoice Inc.
also determined that Deep Field Technologies has the ability to obtain financing
to satisfy any addition working capital needs as a stand-alone company.

The emerging nature of the unified messaging industry and unforeseen
expenses from the separation from iVoice Inc., make it difficult to assess the
future growth of Deep Field Technologies.

The Unified Messaging software business has operated at a loss in the
past for iVoice Inc., and as an independent company such losses may continue or
increase. Additionally, the Company's business has relied on iVoice Inc. for
financial, administrative and managerial expertise in conducting its operations.
Following the Spin-off, Deep Field Technologies developed and maintains its own
credit and banking relationships and performs its own financial and investor
relation functions. Deep Field Technologies may not be able to successfully put
in place the financial, administrative and managerial structure necessary to
continue to operate as an independent public company, and the development of
such structure will require a significant amount of management's time and other
resources.

Deep Field Technologies has received a going concern opinion from its
auditors. Its continuation as a going concern is dependent upon obtaining the
financing necessary to operate its business. However, due to the pending Share
Exchange, the Company has delayed any attempts to obtain additional financing.
[See "Pending Transaction" in Item 2. Management's Discussion and Analysis of
Financial Condition or Plan of Operation]

SEPARATION FROM IVOICE

Deep Field Technologies was incorporated under the laws of the State of
New Jersey on November 10, 2004, as a wholly owned subsidiary of iVoice Inc.
Deep Field Technologies had no material assets or activities until the
contribution of the Unified Messaging software business from iVoice Inc.
Pursuant to the Spin-Off, Deep Field Technologies is now operating as an
independent public company, with iVoice Inc. having no continuing ownership
interest in Deep Field Technologies.

On November 11, 2004, Deep Field Technologies received by assignment
all of the interests in and rights and title to, and assumed all of the
obligations of, all of the agreements, contracts, understandings and other
instruments of iVoice Technology 2, Inc., a Nevada corporation. These
agreements, contracts, understandings and other instruments consisted of the
documentation relating to the issuance of the secured convertible debentures and
the SEDA, the employment agreements with Messrs. Mahoney and Meller and the
administrative services agreement. Since this assignment, iVoice Technology 2
Inc. has no operating business, assets or known liabilities, and has been
dissolved. When we refer to or describe any agreement, contract or other written
instrument of Deep Field Technologies, may also be referring to an agreement,
contract or other written instrument that had been entered into by iVoice
Technology 2 Inc. and assigned to Deep Field Technologies.

The Company's financial statements have been prepared in accordance
with accounting principles generally accepted in the United States, and reflect
the historical financial position, results of operations, and cash flows of the
business transferred to Deep Field Technologies from iVoice Inc. as part of the
Spin-Off. The financial information included in this report, however, is not
necessarily indicative of what the Company's results of operations or financial
position would have been had it operated as an independent company during the
periods presented, nor is it necessarily indicative of its future performance as
an independent company.

Deep Field Technologies will operate the Unified Messaging software
business. However, management is uncertain that sufficient cash to sustain its
operations will be generated in the next twelve months, or beyond, by the sales
activity of Unified Messaging. Deep Field Technologies intends to use a portion
of the proceeds from any financing arrangements, on sales and marketing efforts
for Unified Messaging. It is unclear whether such efforts will result in a
reasonably successful operating business due to iVoice Inc.'s previous lack of
sales and marketing efforts on Unified Messaging, the Company's lack of
operating history, the current economic environment and, more specifically, the
uncertainty of the telecommunications market.

As of August 5, 2005, iVoice Inc. assigned, contributed and conveyed to
Deep Field corporate assets, liabilities and expenses related to the Unified
Messaging software business, including the Unified Messaging software and all
intellectual property of iVoice Inc. relating to the Unified Messaging software
business and the assignment of iVoice Inc.'s existing agreements and
arrangements with dealers and resellers. This assignment, contribution and
conveyance of assets, liabilities and expenses was based on an estimate of the
proportion of such amounts allocable to Deep Field Technologies, utilizing such
factors as total revenues, employee headcount and other relevant factors. Deep
Field Technologies believes that these allocations have

been made on a reasonable basis. Deep Field Technologies believes that all costs
allocated to Deep Field Technologies are a reasonable representation of the
costs that Deep Field Technologies would have incurred if Deep Field
Technologies had performed these functions as a stand-alone company.

In conjunction with the separation of the Unified Messaging software
business from iVoice Inc., Deep Field Technologies entered into an
administrative services agreement with iVoice Inc. for the provision of certain
services by iVoice Inc. to Deep Field Technologies following the Spin-off. This
agreement will continue on a month-to-month basis until Deep Field Technologies
has found replacement services for those services being provided by iVoice Inc.
or can provide these services for itself. Following the termination of the
administrative services agreement, we expect that Deep Field Technologies will
operate on a completely stand-alone basis from iVoice Inc. and there will be no
business or operating relationship between iVoice Inc. and Deep Field
Technologies, except that Deep Field Technologies will continue to sub-lease
space from iVoice Inc.

Our shares of Class A Common Stock were distributed to iVoice Inc.
stockholders on August 12, 2005.

LIQUIDITY AND CAPITAL RESOURCES

To date, Deep Field Technologies has incurred substantial losses, and
will require financing for working capital to meet its operating obligations. We
anticipate that we will require financing on an ongoing basis for the
foreseeable future.

On August 12 and November 19, 2004, Deep Field Technologies issued an
aggregate of $400,000 in secured convertible debentures, with interest payable
at 5% per annum, to Cornell Capital Partners. On February 28, 2005, the
Company's obligations under the secured convertible debentures were terminated
and replaced with a secured promissory note of the same principal amount, which
note accrues interest at rate of 12% per annum, but is not convertible into any
equity security of Deep Field Technologies. On February 28, 2005, Deep Field
Technologies borrowed an additional $100,000 pursuant to such promissory note.
In connection with the issuances of the secured convertible debentures, Deep
Field Technologies paid a fee to Cornell Capital Partners equal to 10% of the
aggregate principal amount of the debentures. When the secured convertible
debentures were terminated, Deep Field Technologies received a credit for fees
that would otherwise have been payable upon the issuance of the $400,000 in
replacement notes. Deep Field Technologies paid Cornell Capital Partners a fee
of $10,000 in connection with its $100,000 borrowing.

The Company's obligations under the secured promissory note issued to
Cornell Capital Partners are secured by a first priority security interest in
substantially all of our assets. iVoice Inc. had also guaranteed the payment of
all amounts payable by Deep Field Technologies pursuant to the secured
promissory note. This guaranty terminated on August 5, 2005.

On September 9, 2005, the Company entered into a Standby Equity
Distribution Agreement with Cornell Capital Partners, pursuant to which Deep
Field Technologies may, from time to time, issue and sell to Cornell Capital
Partners our Class A Common Stock for a total purchase price of up to $10.0
million. The purchase price for the shares is 95% of the market price, which is
defined as the lowest closing bid price of the Class A Common Stock during the
five trading days following the date that Deep Field Technologies delivers to
Cornell Capital Partners a notice requiring it to advance funds to us. A cash
fee equal to six percent (6%) of the cash proceeds of the draw down is also
payable at the time of funding. In addition,

Cornell Capital Partners is entitled to receive, as additional compensation, the
number of shares of Class A Common Stock equal to one and one half percent
(1.5%) of the number of shares of Class A Common Stock outstanding on the date
that a registration statement in respect of the shares to be distributed
pursuant to the SEDA becomes effective. However, due to the pending Share
Exchange, the Company has delayed any attempts to obtain additional financing.
[See "Pending Transaction" in Item 2. Management's Discussion and Analysis of
Financial Condition or Plan of Operation]

Management believes that its going-forward expenses for the twelve
months following the date of this filing will be approximately $600,000, which
includes salaries for the Company's officers and employees, and, assuming Deep
Field Technologies has no revenues in such period, Deep Field Technologies
expects to incur liabilities of approximately $600,000 in this period.
Management has no current plan to hire additional employees, perform additional
research and development or purchase additional equipment or services beyond the
requirements of the administrative services agreement with iVoice Inc. If there
are additional deficiencies that are in excess of the proceeds of the secured
promissory note, and Deep Field Technologies is unable to obtain funds from the
sale of our Class A Common Stock to Cornell Capital Partners, management
believes that Deep Field Technologies can limit its operations, defer payments
to management and maintain its business at nominal levels until it can identify
alternative sources of capital.

Except for these two financing agreements, the Company currently has no
other significant sources of working capital or cash commitments. However, no
assurance can be given that Deep Field Technologies will raise sufficient funds
from such financing arrangements, or that Deep Field Technologies will ever
produce sufficient revenues to sustain its operations, or that a market will
develop for its common stock for which a significant amount of the Company's
financing is dependent upon. Management believes that should the transaction
with AutoMart not be consummated, it is uncertain whether the Company will have
the ability to raise sufficient capital for future operations.

On August 5, 2005, Deep Field Technologies assumed an aggregate of
$190,000 in liabilities from iVoice Inc. and iVoice Inc. assigned to Deep Field
Technologies assets having an aggregate book value of $3,000. Deep Field
Technologies believes that the fair value of these assets may be greater than
the book value, although it has not undertaken an appraisal. The assumed
obligations are described below.

Deep Field Technologies assumed from iVoice Inc. an outstanding
promissory note in the amount of $190,000 payable to Jerry Mahoney. This amount
is related to funds that had been loaned to iVoice Inc. in July 2000 that were
used to develop the unified messaging systems business. The amount of $190,000
includes approximately $32,110 for interest on the original loan from Jerry
Mahoney to iVoice Inc. Pursuant to the terms of the promissory note, Deep Field
Technologies, for value received, will pay to Mr. Mahoney the principal sum of
$190,000 that will bear interest at the prime rate plus 2% per annum on the
unpaid balance until paid or until default. Interest payments will be due
annually. All accrued interest becomes due on the date of any payment of the
promissory note. At the time of default (if any) the interest rate shall
increase to 20% until the principal balance has been paid. Under the terms of
the promissory note, at the option of the note holder, principal and interest
can be converted into either (i) one share of Class B Common Stock of Deep Field
Technologies, par value $0.01, for each dollar owed, (ii) the number of shares
of Class A Common Stock of Deep Field Technologies calculated by dividing (x)
the sum of the principal and interest that the note holder has requested to have
prepaid by (y) eighty percent (80%) of the lowest issue price of Class A Common
Stock since the first advance of funds under this note, or (iii) payment of the
principal of this note, before any repayment of interest. The Board of Directors
of the Company maintains control over the issuance of shares and may decline the
request for conversion of the repayment into shares of the Company.

During the nine months ended September 30, 2006, the Company had a net
decrease in cash of $92,365. The Company's principal sources and uses of funds
were as follows:

CASH USED BY OPERATING ACTIVITIES. The Company used $92,365 in cash for
operating activities in the nine months ended September 30, 2006. This was
primarily the result of the cash used to fund the cash loss from current
operating activities.

PENDING TRANSACTION

On January 12, 2006, Deep Field Technologies, Inc. (the "Company")
entered into a Securities Exchange Agreement (the "Securities Exchange") by and
among the Company, Beijing Sino-US Jinche Yingang Auto Technological Services
Limited, a cooperative joint venture under the laws of The People's Republic of
China ("AutoMart") and AutoMart's joint venture participants ("the JV
Participants") whereby the JV Participants will transfer 95% of their interest
in AutoMart to the Company in exchange for an aggregate of 116,245,399 Class A
Common Stock shares, or 85% of the outstanding shares of the Company, and the
total number of outstanding Class A Common Stock shares immediately after the
consummation of the transaction shall be 136,759,293 and 2 million of the
Company's Class B Common Stock shares.

The closing of the Securities Exchange will occur upon the satisfaction
of a number of conditions precedents: (i) shareholder approval of the Securities
Exchange by the Company's shareholders, (ii) financing in the form of a
convertible debenture for not less than $4 million and (iii) the requisite
approvals by the People's Republic of China. It is anticipated that the closing
will occur in the fourth quarter of 2006.

FORWARD LOOKING STATEMENTS - CAUTIONARY FACTORS

Certain information included in this Form 10-QSB and other materials
filed or to be filed by us with the Securities and Exchange Commission (as well
as information included in oral or written statements made by us or on our
behalf), may contain forward-looking statements about our current and expected
performance trends, growth plans, business goals and other matters. These
statements may be contained in our filings with the Securities and Exchange
Commission, in our press releases, in other written communications, and in oral
statements made by or with the approval of one of our authorized officers.
Information set forth in this discussion and analysis contains various
"forward-looking statements" within the meaning of Section 27A of the Securities
Act of 1933 and Section 21E of the Securities Exchange Act of 1934. The Private
Securities Litigation Reform Act of 1995 (the "Act") provides certain "safe
harbor" provisions for forward-looking statements. The reader is cautioned that
such forward-looking statements are based on information available at the time
and/or management's good faith belief with respect to future events, and are
subject to risks and uncertainties that could cause actual performance or
results to differ materially from those expressed in the statements.
Forward-looking statements speak only as of the date the statement was made. We
assume no obligation to update forward-looking information to reflect actual
results, changes in assumptions or changes in other factors affecting
forward-looking information. Forward-looking statements are typically identified
by the use of terms such as "anticipate," "believe," "could," "estimate,"
"expect," "intend," "may," "might," "plan," "predict," "project," "should,"
"will," and similar words, although some forward-looking statements are
expressed differently. Although we believe that the expectations reflected in
such forward-looking statements are reasonable, we can give no assurance that
such expectations will prove to be correct.

ITEM 3. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES.

The Company maintains a set of disclosure controls and procedures designed to
ensure that information required to be disclosed by us in our reports filed
under the Securities Exchange Act, is recorded, processed, summarized, and
reported within the time periods specified by the SEC's rules and forms.
Disclosure controls are also designed with the objective of ensuring that this
information is accumulated and communicated to our management, including our
chief executive officer and chief financial officer, as appropriate, to allow
timely decisions regarding required disclosure.

Based upon their evaluation as of the end of the time period covered by this
report, our chief executive officer concluded that our disclosure controls and
procedures are not effective to ensure that information required to be included
in our periodic SEC filings is recorded, processed, summarized, and reported
within the time periods specified in the SEC rules and forms.

Our Board of Directors were advised by Bagell, Josephs, Levine and Company, LLC,
our independent registered public accounting firm, that during their performance
of review procedures for the period ended September 30, 2006, they have
identified a material weakness as defined in Public Company Accounting Oversight
Board Standard No. 2 in our internal control over financial reporting.

This deficiency consisted primarily of inadequate staffing and supervision that
could lead to the untimely identification and resolution of accounting and
disclosure matters and failure to perform timely and effective reviews. However,
our resources and size prevent us from being able to employ sufficient resources
to enable us to have adequate segregation of duties within our internal control
system. Management is required to apply its judgment in evaluating the
cost-benefit relationship of possible control and procedures.

CHANGES IN INTERNAL CONTROLS.

Management of the Company has also evaluated, with the participation of the
Chief Executive Officer and Chief Financial Officer of the Company, any change
in the Company's internal control over financial reporting (as defined in Rules
13a-15(e) and 15d-15(e) under the Exchange Act) that occurred during the fiscal
quarter covered by this Quarterly Report on Form 10-QSB. There was no change in
the Company's internal control over financial reporting identified in that
evaluation that occurred during the fiscal quarter covered by this Quarterly
Report on Form 10-QSB that has materially affected, or is reasonably likely to
materially affect, the Company's internal control over financial reporting,
other than what has been reported above.

PART II - OTHER INFORMATION

ITEM 6. EXHIBITS

31.1 Certifications of the Chief Executive Officer and Chief Financial
Officer 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

SIGNATURES

Pursuant to the requirements of Section 13 or 15 (d) 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.

Deep Field Technologies, Inc.

By: /s/ Mark Meller Date: November 14, 2006
---------------------------
Mark Meller, President,
Chief Executive Officer and
Chief Financial Officer

INDEX OF EXHIBITS

31.1 Certifications of the Chief Executive Officer and Chief
Financial Officer 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