UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

For the quarterly period ended ~~June~~December 3031, 2015

o [_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

COMMISSION FILE NO. 0-10581

TRIMEDYNE, INC.

Exact Name of Registrant as Specified in its Charter)

NEVADA	36-3094439
(STATE OR OTHER JURISDICTION OF INCORPORATION)	(I.R.S. EMPLOYER IDENTIFICATION NO.)
5 Holland #223 IRVINE, CALIFORNIA	92618
5 HOLLAND # 223IRVINE, CALIFORNIA	92618
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)	(ZIP CODE)

Registrant's Telephone Number, Including Area Code:

(949) 951-3800

Securities Registered Pursuant to Section 12(b) of the Act:

NONE

Securities Registered Pursuant to Section 12(g) of the Act:

Common Stock, $.01 Par Value per Share

(Title of Class)

Indicate by check mark whether the registrant (1) has filed all reports 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] x No o[_]

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 (ss. 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x[X] No o[_]

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

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act of 1934). Yes o [_] No x [X]

As of ~~August~~February 1412, ~~2014~~2016, there were outstanding 18,395,960 shares of registrant's Common Stock.

TRIMEDYNE, INC.

		Page
PART I.	Financial Information	3
ITEM 1.	Financial Statements (Unaudited)	3
	Condensed Consolidated Balance Sheets	3
	Condensed Consolidated Statements of Operations	4
	Condensed Consolidated Statements of Cash Flows	5
	Notes to Condensed Consolidated Financial Statements	6
ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	1112
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk - N/A	14
ITEM 4.	Controls and Procedures	14
PART II.	Other Information	15
ITEM 1.	Legal Proceedings	15
ITEM 1A.	Risk Factors - N/A	15
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	15
ITEM 3.	Defaults Upon Senior Securities	15
ITEM 4.	Mine Safety Disclosures	15
ITEM 5.	Other Information	15
ITEM 6.	Exhibits	15
SIGNATURES		16

PART I - FINANCIAL ~~STATEMENT~~ INFORMATION

~~ITEM~~ Item 1. ~~FINANCIAL~~Financial ~~INFORMATION~~Statements (Unaudited)

TRIMEDYNE, INC.

CONDENSED CONSOLIDATED BALANCE ~~SHEET~~SHEETS

(UNAUDITED)

	June 30, 2015			September 30, 2014
	December 31, 2015			September 30, 2015
ASSETS
Current assets:
Cash and cash equivalents	$	~~538~~386,000		$	1365,~~292,~~000
Trade accounts receivable, net of allowance for doubtful accounts of $11,000 at June 30, 2015 and September 30, 2014, respectively		487,000			463,000
Trade accounts receivable, net of allowance for doubtful accounts of $11,000 at December 31, 2015 and September 30, 2015, respectively		407,000			416,000
Inventories		1,~~781~~563,000			1,~~581~~808,000
Other current assets		~~131~~119,000			~~123~~96,000
Total current assets		2,~~937~~475,000			32,~~459~~685,000
Property and equipment, net		~~524~~437,000			~~635~~480,000
Other		~~112~~73,000			7375,000
Goodwill		544,000			544,000
Total Assets	$	43,~~117~~529,000		$	43,~~711~~784,000
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	~~307~~172,000		$	~~278~~138,000
Accrued expenses		~~404~~354,000			~~628~~426,000
Deferred revenue		5020,000			5026,000
Accrued warranty		5061,000			2750,000
Income tax payable		6,000			–
Taxes payable		10,000			8,000
Current portion of note payable and capital leases		9170,000			7068,000
Total current liabilities		~~908~~687,000			1716,~~053,~~000
Deferred rent		83,000			65,000
Capital lease		15,000			43,000
Long-term debt		–			4,000
Total liabilities		~~931~~690,000			1725,~~102,~~000
Commitments and contingencies
Stockholders' equity:
Preferred stock - $0.01 par value, 1,000,000 shares authorized, none issued and outstanding		–			–
Common stock - $0.01 par value, 30,000,000 shares authorized, 18,497,569 shares issued, 18,395,960 shares outstanding at June 30, 2015 and September 30, 2014, respectively		186,000			186,000
Common stock - $0.01 par value, 30,000,000 shares authorized, 18,497,569 shares issued, 18,395,960 shares outstanding at December 31, 2015 and September 30, 2015, respectively		186,000			186,000
Additional paid-in capital		51,~~354~~359,000			51,~~311~~356,000
Accumulated deficit		(47,~~641~~993,000	)		(47,~~175~~770,000	)
		3,899,000			4,322,000
		3,552,000			3,772,000
Treasury stock, at cost (101,609 shares)		(713,000	)		(713,000	)
Total stockholders' equity		32,~~186~~839,000			3,~~609~~059,000
Total liabilities and stockholders’ equity	$	4,117,000		$	4,711,000
Total liabilities and stockholder's equity	$	3,529,000		$	3,784,000

See accompanying notes to condensed consolidated financial statements.

TRIMEDYNE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

	Three Months Ended						Nine Months Ended
	For the Three Months Ended December 31,
	June 30,						June 30,
	2015			2014
	2015			2014			2015			2014
Net revenues	$	1,408,000		$	1,352,000
Net revenues	$	1,482,000		$	1,339,000		$	4,027,000		$	4,120,000
Cost of revenues		1,099,000			912,000
Cost of sales		995,000			924,000			2,717,000			2,778,000
Gross profit		309,000			440,000
Gross profit		487,000			415,000			1,310,000			1,342,000
Operating expenses:
Operating expenses:
Selling, general and administrative		437,000			478,000
Selling, general and administrative		480,000			443,000			1,417,000			1,464,000
Research and development		92,000			128,000
Research and development		86,000			107,000			336,000			343,000
Total operating expenses		529,000			606,000
Total operating expenses		566,000			550,000			1,753,000			1,807,000
(Loss) from operations		(220,000	)		(166,000	)
Loss from operations		(79,000	)		(135,000	)		(443,000	)		(465,000	)
Other expense, net		(1,000	)		(1,000	)
Other (expense) income, net		(17,000	)		21,000			(15,000	)		84,000
(Loss) before income taxes		(221,000	)		(167,000	)
Loss before provision for income taxes		(96,000	)		(114,000	)		(458,000	)		(381,000	)
Provision for income taxes		2,000			2,000
Provision for income taxes		1,000			4,000			8,000			7,000
Net (loss)	$	(223,000	)	$	(169,000	)
Net loss	$	(97,000	)	$	(118,000	)	$	(466,000	)	$	(388,000	)
Net (loss) per share:
Net loss per share:
Basic	$	(0.01	)	$	(0.01	)
Basic	$	(0.01	)	$	(0.01	)	$	(0.03	)	$	(0.02	)
Diluted	$	(0.01	)	$	(0.01	)
Diluted	$	(0.01	)	$	(0.01	)	$	(0.03	)	$	(0.02	)
Weighted average number of shares outstanding:
Weighted average number of shares outstanding:
Basic		18,395,960			18,395,960
Basic		18,395,960			18,395,960			18,395,960			18,395,960
Diluted		18,395,960			18,395,960
Diluted		18,395,960			18,395,960			18,395,960			18,395,960

See accompanying notes to condensed consolidated financial statements.

TRIMEDYNE, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

	Nine Months Ended
	Three Months Ended December 31,
	June 30,
	2015			2014
Cash flows from operating activities:
Net loss	$	(~~466~~223,000	)	$	(~~388~~169,000	)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Adjustments to reconcile net loss to net (cash used) provided by in operating activities:
Stock-based compensation		433,000			21,000
Depreciation and amortization		~~146~~43,000			~~165~~53,000
Changes in operating assets and liabilities:
Trade accounts receivable		~~(24~~9,000	)		53(59,000	)
Inventories		~~(200~~245,000	)		(63225,000	)
Other assets		3313,000			6027,000
Accounts payable		2934,000			20(77,000	)
Accrued expenses		(~~224~~72,000	)		26(78,000	)
Income tax payable		6,000			(3,000	)
Income taxes		2,000			–
Deferred revenue		–(6,000	)		438,000
Accrued warranty		2311,000			83,000
Deferred rent		(2,000	)		(42,000	)
Net cash used in operating activities		(632,000	)		(120,000	)
Net cash provided by (used in) operating activities		57,000			(488,000	)
Cash flows from investing activities:
Purchase of property and equipment		~~(35,000~~–	)		(1626,000	)
Net cash used in investing activities		~~(35,000~~–	)		(1626,000	)
Cash flows from financing activities:
Payments on notes payable and capital leases		(87,000	)		(118,000	)
Principal payments on notes payable and capital leases		(36,000	)		(27,000	)
Net cash used in financing activities		(8736,000	)		(~~118~~27,000	)
Net decrease in cash and cash equivalents		(754,000	)		(254,000	)
Net (decrease) increase in cash and cash equivalents		21,000			(541,000	)
Cash and cash equivalents at beginning of period		1365,~~292,~~000			1,~~572~~292,000
Cash and cash equivalents at end of period	$	~~538~~386,000		$	1751,~~318,~~000

Supplemental disclosure of cash flow information:

~~Cash~~No cash was paid for income taxes during the ~~nine~~three months ended ~~June~~December 3031, 2015 and 2014. Cash paid for interest during the three months ended December 31, 2015 and 2014 was approximately $81,000 and $101,000, respectively. During December of the current year quarter, the Company financed an additional insurance policy for approximately $30,000.

~~Cash~~See ~~paid~~accompanying ~~for~~notes ~~interest~~to ~~during~~condensed ~~the nine months ended June~~consolidated ~~30,~~financial ~~2015 and 2014 was approximately $5,000 and $4,000, respectively.~~statements

~~During the nine months ended June 30, 2015 and 2014, the Company financed the purchase of certain insurance policies with notes totaling $80,000 and a $94,000, respectively.~~5

~~During November 2013~~TRIMEDYNE, ~~the Company financed the upgrading of its IT infrastructure with a lease agreement for $119,000~~INC.

~~See~~NOTES ~~accompanying~~TO ~~notes~~CONDENSED toCONSOLIDATED ~~condensed~~FINANCIAL ~~consolidated financial statements.~~STATEMENTS

5DECEMBER 31, 2015

~~TRIMEDYNE, INC.~~(UNAUDITED)

~~NOTES~~NOTE TO1 ~~CONDENSED~~- ~~CONSOLIDATED~~Summary ~~FINANCIAL~~of ~~STATEMENTS~~Significant Accounting Policies

~~JUNE~~Principles ~~30,~~of ~~2015~~Consolidation

The accompanying condensed consolidated financial statements include the accounts of Trimedyne, Inc., a Nevada corporation, its wholly owned subsidiary, Mobile Surgical Technologies, Inc. (~~UNAUDITED~~"MST"), a Texas corporation, and its 90% owned inactive subsidiary, Cardiodyne, Inc. ("Cardiodyne"), a Nevada corporation, (collectively, the "Company"). All intercompany accounts and transactions have been eliminated in consolidation.

~~NOTE~~Going ~~1 - Summary of Significant Accounting Policies~~Concern

~~Principles~~At December 31, 2015, we had working capital of ~~Consolidation~~$1,788,000 compared to $1,969,000 at the end of the previous fiscal year ended September 30, 2015. Cash increased by $21,000 to $386,000 at December 31, 2015 from $365,000 at the fiscal year ended September 30, 2015.

~~The~~As ~~accompanying~~of ~~condensed~~December ~~consolidated~~31, ~~financial statements~~2015 ~~include~~we ~~the~~had ~~accounts~~cash on hand of ~~Trimedyne~~$386, ~~Inc~~000., aWe ~~Nevada~~intend ~~corporation,~~to ~~its~~fund ~~wholly~~operations ~~owned~~with ~~subsidiary,~~cash ~~Mobile~~on ~~Surgical~~hand ~~Technologies, Inc.~~and ~~(“MST”),~~from aoperations; ~~Texas corporation~~however, ~~and~~additional ~~its~~working ~~90%~~capital ~~owned~~in the ~~inactive~~next ~~subsidiary,~~12 ~~Cardiodyne,~~months ~~Inc.~~may ~~("Cardiodyne"), a~~be ~~Nevada~~required ~~corporation,~~based ~~(collectively,~~upon ~~the~~our ~~"Company")~~current expenditure rate. ~~All~~These ~~intercompany~~factors ~~accounts~~raise ~~and~~substantial ~~transactions~~doubt ~~have~~about ~~been~~the ~~eliminated~~Company’s inability ~~consolidation~~to continue as a going concern.

~~Going~~The ~~Concern~~Company will attempt to lower our overhead costs on less profitable segments, raise additional debt and/or equity capital, sell some of our assets including utilization of current inventory, outsource some of our manufacturing processes and/or reduce our costs by eliminating certain personnel in order to reduce our cash consumption levels to a supportable level. There can be no assurances that we will be successful in those efforts. If we are unsuccessful in our efforts, we may be forced to reduce or curtail certain operational segments.

AtThe ~~June~~Company's ~~30,~~continuation ~~2015,~~as ~~the~~a ~~Company~~going ~~had~~concern is ~~working~~dependent ~~capital~~on ofits ~~$2,029,000 compared~~ability to $2meet its obligations,~~406,000~~ atto ~~the~~obtain ~~end~~additional offinancing ~~the~~as ~~fiscal~~may ~~year~~be ~~ended~~required ~~September~~and ~~30,~~ultimately ~~2014~~to attain profitability. ~~Cash~~The ~~decreased~~financial bystatements ~~$754,000~~do tonot ~~$538,000~~ include any adjustments that might result from ~~$1,292,000~~the atoutcome ~~September~~of ~~30,~~this ~~2014~~uncertainty.

AsThe ofCompany ~~June~~is ~~30,~~currently ~~2015~~pursuing wemarket ~~had cash~~development onefforts ~~hand~~in ~~of $538~~Asia,~~000~~ Latin America and Eastern Europe. We ~~intend~~believe that by expanding healthcare infrastructure in these markets, we may be able to ~~fund~~create ~~operations~~a ~~with~~sustained ~~cash~~demand onfor ~~hand~~Holmium Lasers and ~~from~~Fibers ~~operations,~~in ~~however,~~the ~~additional~~fields ~~working~~of ~~capital~~Laser inSpinal Endoscopy, Laser Lithotripsy in the ~~next~~laser 12treatment ~~months~~of other conditions. Additionally, we expect the global trend toward single-use, disposable laser delivery devices will beimprove ~~required~~sales ~~based~~and ~~upon~~profit ~~our~~margins ~~current~~as ~~expenditure~~more ~~rate.~~hospitals ~~These~~convert ~~factors~~from ~~raise~~multi-use ~~substantial~~devices, ~~doubt~~due ~~about~~to ~~the~~concerns ~~Company’s~~for sterility and ~~ability~~handling costs incurred in product sterilization, and we hope to ~~continue~~develop asmore asingle-use ~~going~~medical ~~concern~~devices.

~~The~~Unaudited ~~Company~~Interim ~~has~~Financial been pursuing market development efforts in Asia and we have had positive feedback from our efforts. If successful, we could have a significant increase in sales volume during the next two successive quarters in this market area which may improve our financial condition and cash reserves.Information

The ~~Company~~accompanying isunaudited ~~currently~~condensed consolidated ~~pursuing~~financial ~~market~~statements ~~development~~have ~~efforts~~been prepared by the Company in ~~Latin~~accordance with accounting principles generally accepted in the United States of America for interim financial information, and ~~Eastern~~pursuant ~~Europe.~~to Wethe ~~believe~~instructions ~~that~~to byForm ~~expanding~~10-Q ~~healthcare~~promulgated ~~infrastructure~~by the Securities inand ~~these~~Exchange ~~markets~~Commission ("SEC"). Accordingly, wethey ~~may~~do benot ~~able~~include toall ~~create~~information ~~sustained~~and ~~demand~~disclosures ~~for~~required ~~our~~by ~~Holmium~~generally accepted ~~Lasers~~accounting ~~and~~principles ~~Fibers~~for incomplete financial statement presentation. In the ~~fields~~opinion of ~~Laser~~management, ~~Spinal~~the ~~Endoscopy,~~accompanying condensed ~~Laser~~consolidated ~~Lithotripsy~~financial ~~and~~statements incontain ~~the~~all ~~laser~~adjustments ~~treatment~~(consisting of ~~other~~only ~~conditions.~~normal ~~Additionally,~~recurring weadjustments) ~~expect~~necessary to present fairly the ~~global~~Company's ~~trend~~consolidated ~~toward~~financial ~~single-use~~position as of December 31, ~~disposable laser~~2015 ~~delivery~~and ~~devices~~the ~~may~~results ~~improve~~of ~~sales~~its operations and ~~profit~~its ~~margins~~cash asflows for ~~more~~the ~~hospitals~~three ~~convert~~months ~~from~~ended ~~multi-use~~December ~~devices~~31, ~~due~~2015 toand ~~concerns~~2014. Results for ~~sterility~~ ~~and~~the ~~handling~~three ~~costs~~months ~~incurred~~ended inDecember ~~product sterilization~~31, ~~and~~2015 weare ~~plan~~not necessarily indicative of the results to ~~develop~~be ~~more~~expected ~~single-use~~for ~~optical~~the ~~fiber~~year ~~devices~~ending September 30, 2016.

If necessary, we will also attempt to raise additional debt and/or equity capital, sell some of our assets, reduce our costs by eliminating certain personnel positions and continue our efforts to reduce certain overhead costs in order to reduce our cash consumption levels.6

~~Unaudited~~Use ~~Interim~~of ~~Financial Information~~Estimates

The ~~accompanying~~preparation ~~unaudited~~of ~~condensed consolidated~~ financial statements ~~have been prepared by the~~in ~~Company~~conformity ~~in accordance~~ with accounting principles generally accepted in the United States ofrequires ~~America~~management ~~for~~to ~~interim~~make ~~financial~~certain ~~information,~~ estimates and assumptions ~~pursuant~~that toaffect the ~~instructions~~reported toamounts ~~Form~~of ~~10-Q~~assets ~~promulgated~~and byliabilities ~~the Securities~~ and ~~Exchange~~disclosure ~~Commission~~of ~~("SEC").~~contingent ~~Accordingly, they~~assets ~~do not include all information~~ and ~~disclosures~~liabilities ~~required~~at ~~by generally accepted accounting principles for complete financial~~the ~~statement~~date ~~presentation. In the opinion~~ of ~~management,~~ the ~~accompanying condensed consolidated~~ financial statements ~~contain~~and ~~all adjustments (consisting of only normal recurring adjustments) necessary to present fairly~~ the ~~Company's~~reported ~~consolidated~~amounts ~~financial position as~~ of ~~June~~revenues ~~30,~~and ~~2015~~expenses ~~and~~during the ~~results~~reporting ofperiod. ~~their~~Actual ~~operations~~results could ~~and~~differ ~~their~~from ~~cash~~those ~~flows~~estimates. ~~for~~Significant ~~the~~estimates ~~nine~~and ~~months~~assumptions ~~ended~~include ~~June~~inventory 30valuation, ~~2015 and~~allowances ~~2014. Results~~ for ~~the~~doubtful ~~nine~~accounts and ~~months~~deferred ~~ended~~income ~~June~~tax 30assets, ~~2015~~recoverability ~~are not necessarily indicative~~ of ~~the~~goodwill ~~results~~and tolong-lived beassets ~~expected~~and ~~for~~certain ~~the year~~accrued ~~ending September 30, 2015~~liabilities.

~~Use~~While ofmanagement ~~Estimates~~believes that the disclosures presented are adequate to make the information not misleading, it is suggested that these condensed consolidated financial statements be read in conjunction with the condensed consolidated financial statements and the notes included in the Company's 2015 annual report on Form 10-K for the year ended September 30, 2015.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make certain 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates and assumptions include inventory valuation, allowances for doubtful accounts and deferred income tax assets, recoverability of goodwill and longStock-~~lived~~Based ~~assets, losses for contingencies and certain accrued liabilities, as well as the valuation of equity compensation.~~Compensation

~~While~~Stock-based ~~management~~compensation ~~believes~~was ~~that~~$3,000 ~~the~~and ~~disclosures~~$1,000 ~~presented~~during ~~are~~the ~~adequate~~quarters toended ~~make~~December ~~the~~31, ~~information~~2015 ~~not~~and ~~misleading~~2014, itrespectively. isAs ~~suggested~~of ~~that~~December ~~these~~31, ~~condensed~~2015, ~~consolidated~~there ~~financial~~was ~~statements~~approximately $17,000 of betotal ~~read~~unrecognized incompensation ~~conjunction~~cost, ~~with~~net ~~the~~of ~~condensed~~estimated ~~consolidated~~expected ~~financial~~forfeitures, ~~statements~~related to employee and ~~the~~director ~~notes~~stock ~~included~~option incompensation arrangements. ~~the~~This ~~Company's~~unrecognized ~~2014~~cost ~~annual report~~is expected to be recognized on ~~Form~~a 10straight-Kline basis over the next nine reporting periods.

6Per Share Information

~~Stock~~Basic per share information is computed based upon the weighted average number of common shares outstanding during the period. Diluted per share information consists of the weighted average number of common shares outstanding, plus the dilutive effects of options and warrants calculated using the treasury stock method. In loss periods, dilutive common equivalent shares are excluded as the effect would be anti-~~Based~~dilutive. ~~Compensation~~During the three months ended December 31, 2015 and 2014, outstanding options of 1,681,000 and 801,900, respectively, were excluded from the diluted net loss per share as the effects would have been anti-dilutive. In addition, the exercise prices of these options were in excess of the average closing price of the Company’s common stock for the quarter ended December 31, 2015 and 2014.

WeCash account for equity based compensation under the provisions of Accounting Standards Codification (“ASC”) No. 718, "Compensation, Stock Compensation" (“ASC 718”). ASC 718 requires the recognition of the fair value of equity-based compensation in operations. The fair value of our stock option awards are estimated using a Black-Scholes option valuation model. This model requires the input of highly subjective assumptions and ~~elections~~Cash including expected stock price volatility and the estimated life of each award. In addition, the calculation of equity-based compensation costs requires that we estimate the number of awards that will be forfeited during the vesting period. The fair value of equity-based awards is amortized over the vesting period of the award.Equivalents

The Company ~~measures~~considers ~~compensation~~all ~~expense~~highly ~~for~~liquid investments ~~its~~with ~~non-employee~~insignificant ~~stock-based~~interest ~~compensation~~rate ~~under~~risk ~~ASC~~and ~~505~~original ~~“Equity”.~~maturities ~~The fair value~~ of ~~the~~three ~~option~~months ~~issued~~ or ~~committed to~~less befrom ~~issued is used to measure~~ the ~~transaction,~~date ~~as this is more reliable than the fair value~~ of ~~the~~purchase ~~services~~to ~~received.~~be ~~The~~cash ~~fair value is measured at the date the commitment for performance by the counterparty has been reached or the counterparty’s performance is complete~~equivalents. The ~~fair~~carrying ~~value~~amounts of ~~the~~cash ~~equity~~and ~~instrument~~cash isequivalents ~~charged~~approximate ~~directly~~their tofair ~~stock-based compensation expense and credited to additional paid-in capital~~values.

~~During~~The ~~the~~Company ~~nine~~maintains ~~months~~its ~~ended~~cash ~~June~~with ~~30, 2015,~~ a ~~total~~major financial ofinstitution ~~1,000,000~~located ~~options~~in ~~were~~the ~~granted~~United toStates ~~various~~of ~~employees~~America ~~and~~which ~~directors~~it ofbelieves ~~the~~to ~~Company~~be ~~and~~credit ~~a consultant~~worthy. ~~These~~ Balances ~~options~~are ~~were~~insured by ~~valued using Black-Scholes model for~~ the ~~aggregate~~Federal ~~grant~~Deposit ~~date~~Insurance ~~fair~~Corporation ~~value~~up ofto $61250,000. At ~~These~~times, ~~options~~the ~~vest over~~Company ~~periods~~maintains ~~ranging~~balances ~~from~~in ~~immediately~~excess toof the ~~three~~federally ~~years~~insured limits.

Stock-based compensation was $43,000 and $2,000 during the nine months ended June 30, 2015 and 2014, respectively. As of June 30, 2015, there was approximately $23,000 of total unrecognized compensation cost, net of estimated expected forfeitures, related to employee and director stock option compensation arrangements. This unrecognized cost is expected to be recognized on a straight-line basis over the next eleven quarterly reporting periods.7

~~Per~~NOTE ~~Share~~2 ~~Information~~- Composition of Certain Balance Sheet Captions

Basic per share information is computed based upon the weighted average number of common shares outstanding during the period. Diluted per share information consists of the weighted average number of common shares outstandingInventories, plus the dilutive effects of options and warrants calculated using the treasury stock method. In loss periods, dilutive common equivalent shares are excluded as the effect would be anti-dilutive. During the three and nine months ended June 30, 2015 and 2014, outstanding options of 1,697,000 and 818,900, respectively, were excluded from the diluted net ~~loss per share as the effects would have been anti-dilutive. In addition, the exercise prices~~ of ~~these options~~reserves, ~~with~~ ~~the~~consist ~~exception~~ of ~~110,000 options, were in excess of~~ the ~~average closing price of the Company’s common stock for the periods ended June 30, 2015 and 2014.~~following:

Cash and Cash Equivalents

	December 31, 2015		September 30, 2015
Raw materials	$	673,000	$	616,000
Work-in-process		117,000		288,000
Finished goods		773,000		904,000
	$	1,563,000	$	1,808,000

~~The~~For ~~Company~~the ~~considers~~three ~~all~~months ~~highly~~ended ~~liquid~~December ~~investments with~~31, ~~insignificant interest rate risk~~ 2015 and ~~original~~2014, ~~maturities~~the ofaggregate ~~three~~net ~~months~~realizable orvalue ~~less from the date~~ of ~~purchase~~demonstration toand beevaluation ~~cash~~lasers ~~equivalents. The~~did ~~carrying~~not ~~amounts~~comprise ofa ~~cash~~material ~~and~~amount ~~cash~~in ~~equivalents approximate their fair values~~inventories.

AtOther ~~June~~current ~~30,~~assets ~~2015,~~consist ~~the Company had cash balances in excess~~ of ~~federally insured limits of $250,000 in~~ the ~~amount of $492,000.~~following:

NOTE 2 - Composition of Certain Balance Sheet Captions

	December 31, 2015		September 30, 2015
Prepaid insurance		62,000		49,000
Prepaid income tax		3,000		3,000
Prepaid rent		13,000		13,000
Short-term deposits		7,000		7,000
Other		34,000		24,000
Total other current assets	$	119,000	$	96,000

~~Inventories,~~Property ~~net~~and ofequipment ~~reserves,~~ consist of the following:

	June 30, 2015			September 30, 2014
	December 31, 2015			September 30, 2015
Raw materials	$	505,000		$	549,000
Furniture and equipment	$	3,478,000		$	3,478,000
Work-in-process		257,000			298,000
Leasehold improvements		62,000			62,000
Finished goods		1,019,000			734,000
Other		325,000			325,000
	$	1,781,000		$	1,581,000
		3,865,000			3,865,000
Less accumulated depreciation and amortization		(3,428,000	)		(3,385,000	)
Total property and equipment	$	437,000		$	480,000

~~For~~Accrued ~~the~~expenses ~~three~~consist ~~months~~of ~~ended June 30, 2015 and 2014,~~ the ~~aggregate net realizable value of demonstration and evaluation lasers did not comprise a material amount in inventories.~~following:

Other current assets consist of the following:

	December 31, 2015		September 30, 2015
Accrued vacation	$	198,000	$	203,000
Accrued salaries and wages		26,000		60,000
Accrued compensation		38,000		20,000
Accrued bonus		4,000		23,000
Sales and use tax		50,000		51,000
Customer deposits		–		30,000
Commissions		22,000		16,000
Other		16,000		23,000
Total accrued expenses	$	354,000	$	426,000

	June 30, 2015		September 30, 2014
Prepaid insurance		80,000		55,000
Prepaid taxes		3,000		11,000
Prepaid rent		13,000		13,000
Short-term deposits		7,000		8,000
Other		28,000		36,000
Total other current assets	$	131,000	$	123,000

7NOTE 3 - Note Payable and Capital Lease

~~Property~~Note payable and ~~equipment~~capital leases consist of the following:

	June 30, 2015			September 30, 2014
	December 31, 2015			September 30, 2015
Furniture and equipment	$	3,478,000		$	3,474,000
Capital lease agreement in connection with the update of our IT infrastructure bearing an effective interest rate of 8.41% per annum. The lease requires monthly payments of $3,766 through October 2016	$	36,000		$	47,000
Leasehold improvements		60,000			57,000
Finance agreement issued in connection with the purchasing of an insurance policy. The note bears interest at 4.9% per annum and requires monthly payments principal and interest payments of $2,191 through December 2016.		28,000			–
Other		326,000			316,000
Finance agreement issued in connection with the purchasing of insurance policies. The note bears interest at 3.35% per annum and require monthly principal and interest payments of $5,890 through March 2016.		6,000			25,000
		3,864,000			3,847,000
	$	70,000		$	72,000
Less accumulated depreciation and amortization		(3,340,000	)		(3,212,000	)
Less: current portion		(70,000	)		(68,000	)
Total property and equipment	$	524,000		$	635,000
	$	–		$	4,000

~~Accrued~~On ~~expenses~~November ~~consist~~12, of2015, the ~~following:~~Company signed an amendment to its existing lease at its facility in Irvine, California extending the term until April 30, 2019. The amendment contains an increase in the base monthly rent beginning May 1, 2016 to $8,754 with two annual base rent increases on May 1, 2017 and May 1, 2018 of $9,017 and $9,287, respectively.

	June 30, 2015		September 30, 2014
Accrued vacation	$	193,000	$	181,000
Accrued salaries and wages		104,000		60,000
Accrued bonus		15,000		17,000
Medical device tax		–		83,000
Sales and use tax		50,000		58,000
Customer deposits		2,000		190,000
Commissions		17,000		19,000
Other		23,000		20,000
Total accrued expenses	$	404,000	$	628,000

NOTE 4 - Commitments and Contingencies

~~NOTE 3 - Note Payable and Capital Leases~~Litigation

~~Note~~We ~~payable~~are subject to various claims and ~~capital~~actions that ~~leases~~arise ~~consist~~in the ordinary course of business. The litigation process is inherently uncertain, and it is possible that the ~~following:~~resolution of any future litigation may adversely affect us.

	June 30,			September 30,
	2015			2014
Finance agreement issued in connection with the purchasing of insurance policies. The note bears interest at 3.35% per annum and requires monthly principal and interest payments of $5,693 through March 2015.		–			30,000
Capital lease agreement in connection with the update of our IT infrastructure bearing an effective interest rate of 8.41% per annum. The lease requires monthly payments of $3,766 through October 2016.		57,000			83,000
Finance agreement issued in connection with the purchasing of an insurance policy. The note bears interest at 4.75% per annum and requires monthly payments principal and interest payments of $2,011 through November 2015.		8,000			–
Finance agreement issued in connection with the purchasing of insurance policies. The note bears interest at 3.35% per annum and requires monthly principal and interest payments of $5,890 through February 2016.		41,000			–
	$	106,000		$	113,000
Less: current portion		(91,000	)		(70,000	)
	$	15,000		$	43,000

Guarantees and Indemnities

~~NOTE 4~~The -Company ~~Commitments~~has made certain indemnities and guarantees, ~~Contingencies~~under which it may be required to make payments to a guaranteed or indemnified party. The Company indemnifies its directors, officers, employees and agents to the maximum extent permitted under the laws of the State of California. In connection with its facility leases, the Company has indemnified its users of lasers for certain claims arising from the use of the lasers. The duration of the guarantees and indemnities varies, and in many cases is indefinite. These guarantees and indemnities do not provide for any limitation of the maximum potential future payments the Company could be obligated to make. Historically, the Company has not been obligated to make any payments for these obligations and no liabilities have been recorded for these indemnities and guarantees in the accompanying condensed consolidated balance sheet.

~~Litigation~~Risks and Uncertainties

WeThe ~~are~~Centers ~~subject~~for toMedicare ~~various claims~~ and ~~actions~~Medicaid Services ~~that~~(CMS), ~~arise in~~ the ~~ordinary~~agency ~~course~~ of ~~business~~the U.S. ~~The~~Government ~~litigation~~that ~~process~~administers isthe ~~inherently~~Medicare ~~uncertain~~Program, ~~and~~does itnot isreimburse ~~possible~~for ~~that~~thermal ~~the~~intradiscal ~~resolution~~procedures ofto ~~any~~treat ~~future~~spinal ~~litigation~~discs ~~may~~including ~~adversely~~the ~~affect~~use usof the Company's pulsed Holmium Lasers. WeSince most people suffering from a herniated or ruptured spinal disc are below Medicare age, we do not ~~presently~~believe ~~involved~~CMS's indecision ~~any~~will ~~litigation~~have an adverse impact on our business.

~~Guarantees~~NOTE 5 ~~and~~- ~~Indemnities~~Segment Information

The Company's ~~has~~segments ~~made~~consist ~~certain~~of ~~indemnities and~~individual ~~guarantees,~~companies ~~under~~managed ~~which~~separately itwith ~~may~~each bemanager ~~required~~reporting to ~~make~~the ~~payments~~Principal toExecutive ~~a guaranteed or indemnified party~~Officer. ~~The~~Revenues, ~~Company~~and ~~indemnifies~~operating ~~its~~or ~~directors,~~segment ~~officers~~profit, ~~employees~~are ~~and~~reflected ~~agents~~net ~~to the maximum extent permitted under the laws~~ of ~~the~~inter-segment ~~State~~sales ofand ~~California~~profits. InSegment ~~connection~~profit ~~with~~is ~~its facility~~comprised ~~leases, the Company has indemnified its users~~ of ~~lasers~~net ~~for~~sales ~~certain~~less ~~claims~~operating ~~arising from the use of the lasers~~expenses. ~~The duration~~ ofOther ~~the~~income ~~guarantees~~ and ~~indemnities~~expense ~~varies,~~ and inincome ~~many~~taxes ~~cases~~are isnot ~~indefinite.~~allocated ~~These guarantees~~ and ~~indemnities~~reported doby ~~not~~segment ~~provide~~since ~~for any~~they ~~limitation~~are ofexcluded ~~the~~from ~~maximum potential future payments~~ the ~~Company~~measure ~~could be obligated to make. Historically, the Company has not~~of ~~been~~segment ~~obligated~~performance toreviewed ~~make~~by ~~any payments for these obligations and no liabilities have been recorded for these indemnities and guarantees in the accompanying condensed consolidated balance sheet~~management.

~~Risks~~Data with respect to these operating activities for the three months ended December 31, 2015 and ~~Uncertainties~~2014 are as follows:

The Centers for Medicare and Medicaid Services (CMS), the agency of the U.S. Government that administers the Medicare and Medicaid Programs, does not reimburse for thermal intradiscal procedures to treat spinal discs including the use of the Company's pulsed Holmium Lasers. Since most people suffering from a herniated or ruptured spinal disc are below Medicare age, we do not believe CMS's decision will have an adverse impact on our business.

	For the Three Months Ended December 31, 2015									For the Three Months Ended December 31, 2014
	Products			Service and Rental			Total			Products			Service and Rental		Total

Revenue	$	798,000		$	610,000		$	1,408,000		$	669,000		$	683,000	$	1,352,000
Cost of sales		618,000			481,000			1,099,000			414,000			498,000		912,000

Gross profit		180,000			129,000			309,000			255,000			185,000		440,000

Expenses:
Selling, general and administrative		280,000			157,000			437,000			320,000			158,000		478,000
Research and development		92,000			–			92,000			128,000			–		128,000

Income (loss) from operations	$	(192,000	)	$	(28,000	)		(220,000	)	$	(193,000	)	$	27,000		(166,000	)

Other:
Interest expense								(1,000	)							(1,000	)
Royalty income								–								–
Other income								–								–
Provision for income tax								2,000								2,000
Net loss							$	(223,000	)						$	(169,000	)

~~NOTE~~Sales 5and -gross ~~Segment~~profit ~~Information~~to customers by similar products and services for the three months ended December 31, 2015 and 2014 were as follows:

The Company's segments consist of individual companies managed separately with each manager reporting to the Principal Executive Officer. Revenues, and operating or segment profit, are reflected net of inter-segment sales and profits. Segment profit is comprised of net sales less operating expenses. Other income and expense and income taxes are not allocated and reported by segment since they are excluded from the measure of segment performance reviewed by management.

	For the Three Months Ended December 31,
	2015		2014
By similar products and services:
Revenues:
Laser equipment and accessories	$	403,000	$	247,000
Delivery and disposable devices		395,000		422,000
Service and rental		610,000		683,000
Total	$	1,408,000	$	1,352,000

Gross profit
Laser equipment and accessories	$	18,000	$	27,000
Delivery and disposable devices		162,000		228,000
Service and rental		129,000		185,000
Total	$	309,000	$	440,000

~~Data with respect to these operating activities for the three and nine months ended June 30, 2015 and 2014 are as follows:~~10

	For the Three Months Ended June 30, 2015								For the Three Months Ended June 30, 2014
	Products			Service and Rental		Total			Products			Service and Rental		Total
Revenue	$	807,000		$	675,000	$	1,482,000		$	665,000		$	674,000	$	1,339,000
Cost of sales		538,000			457,000		995,000			486,000			438,000		924,000
Gross profit		269,000			218,000		487,000			179,000			236,000		415,000
Expenses:
Selling, general and administrative		327,000			153,000		480,000			298,000			145,000		443,000
Research and development		86,000			–		86,000			107,000			–		107,000
Income (loss) from operations	$	(144,000	)	$	65,000		(79,000)		$	(226,000	)	$	91,000		(135,000	)
Other:
Interest expense							(2,000	)							(1,000	)
Royalty income							--								20,000
Other (expense) income							(15,000	)							2,000
Income taxes							(1,000	)							(4,000	)
Net loss						$	(97,000	)						$	(118,000	)

Sales in foreign countries for the three months ended December 31, 2015 and 2014 accounted for approximately 36% and 26%, respectively, of the Company's total sales. The breakdown by geographic region is as follows:

	For the Nine Months Ended June 30, 2015								For the Nine Months Ended June 30, 2014
	Three Months Ended December 31,
	Products			Service and Rental		Total			Products			Service and Rental		Total
	2015			2014
Revenue	$	2,060,000		$	1,967,000	$	4,027,000		$	2,229,000		$	1,891,000	$	4,120,000
Asia	$	434,000		$	254,000
Cost of sales		1,320,000			1,397,000		2,717,000			1,462,000			1,316,000		2,778,000
Europe		14,000			11,000
Gross profit		740,000			570,000		1,310,000			767,000			575,000		1,342,000
Latin America		27,000			88,000
Expenses:
Australia		27,000			–
Selling, general and administrative		956,000			461,000		1,417,000			1,009,000			455,000		1,464,000
	$	502,000		$	353,000
Research and development		336,000			–		336,000			343,000			–		343,000
Income (loss) from operations	$	(552,000	)	$	109,000		(443,000	)	$	(585,000	)	$	120,000		(465,000	)
Other:
Interest expense							(5,000	)							(4,000	)
Royalty income							–								74,000
Other (expense) income							(10,000	)							14,000
Income taxes							(8,000	)							(7,000	)
Net loss						$	(466,000	)						$	(388,000	)

9Total segment assets at December 31, 2015 and 2014 for the Product segment were $1,988,000 and $2,846,000, respectively, and for the Service and Rental segment were $1,520,000 and $1,553,000, respectively. The $858,000 difference between the Products segment at December 31, 2015 and 2014 was primarily the result of a decrease in cash and inventory at the quarter ended December 31, 2015 as compared to the quarter ended December 31, 2014. Total segment assets differ from total assets on a consolidated basis as a result of unallocated corporate assets primarily comprised of immaterial amounts of property and equipment, etc.

~~Sales~~NOTE ~~and~~6 ~~gross~~- ~~profit~~Subsequent ~~to customers by similar products and services for the three and nine months ended June 30, 2015 and 2014 were as follows:~~Events

	For the Three Months Ended June 30,				For the Nine Months Ended June 30,
	2015		2014		2015		2014
By similar products and services:
Revenues:
Products:
Laser equipment and accessories	$	413,000	$	203,000	$	819,000	$	569,000
Delivery and disposable devices		394,000		462,000		1,241,000		1,660,000
Service and rental		675,000		674,000		1,967,000		1,891,000
Total	$	1,482,000	$	1,339,000	$	4,027,000	$	4,120,000
Gross profit
Products:
Laser equipment and accessories	$	105,000	$	13,000	$	140,000	$	65,000
Delivery and disposable devices		164,000		166,000		600,000		702,000
Service and rental		218,000		236,000		570,000		575,000
Total	$	487,000	$	415,000	$	1,310,000	$	1,342,000

On February 10, 2016, Marvin P. Loeb resigned as Chairman of the Board and was elected Chairman Emeritus by the Board of Directors. In addition, Glenn D. Yeik was elected to the additional offices of Chairman of the Board and Chief Executive Officer by the Board of Directors.

Sales in foreign countries for the three months ended June 30, 2015 and 2014, accounted for approximately 35% and 28%, respectively, of the Company's total sales. Sales in foreign countries for the nine months ended June 30, 2015 and 2014 accounted for approximately 29% and 23%, respectively, of the Company's total sales. The breakdown by geographic region is as follows:11

	Three Months		Three Months		Nine Months		Nine Months
	Ended June 30, 2015		Ended June 30, 2014		Ended June 30, 2015		Ended June 30, 2014
Asia	$	448,000	$	255,000	$	929,000	$	711,000
Europe		14,000		23,000		66,000		46,000
Latin America		44,000		75,000		132,000		125,000
Middle East		–		–		2,000		1,000
Australia		11,000		20,000		24,000		43,000
Other		–		–		–		1,000
	$	517,000	$	373,000	$	1,153,000	$	927,000

During the three and nine months ended June 30, 2015 and 2014, one Laser was located in Canada and three Lasers, one located in Brazil, Canada and India, respectively.

Total segment assets at June 30, 2015 and 2014 for the Products segment were $2,478,000 and $2,774,000, respectively, and for the Service and Rental segment were $1,617,000 and $1,665,000, respectively. Total segment assets differ from total assets on a consolidated basis as a result of unallocated corporate assets primarily comprised of immaterial amounts of property and equipment.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

This information should be read in conjunction with the condensed consolidated financial statements and notes thereto included in Item 1 of Part I of this Quarterly Report and the audited consolidated financial statements and notes thereto and Management's Discussion and Analysis of Financial Condition and Results of Operations for the year ended September 30, ~~2014~~2015, contained in our ~~2014~~2015 Annual Report on Form 10-K.

The statements contained in this Quarterly Report on Form 10-Q that are not historical facts may contain forward-looking statements that involve a number of known and unknown risks and uncertainties that could cause actual results to differ materially from those discussed or anticipated by management. Potential risks and uncertainties include, among other factors, general business conditions, government regulations governing medical device approvals and manufacturing practices, competitive market conditions, success of the Company's business strategy, delay of orders, changes in the mix of products sold, availability of suppliers, concentration of sales in markets and to certain customers, changes in manufacturing efficiencies, development and introduction of new products, fluctuations in margins, timing of significant orders, and other risks and uncertainties currently unknown to management. We do not undertake any duty to update forward-looking statements after the date they are made or to conform them to actual results or to changes in circumstances or expectations.

OVERVIEW

Trimedyne, Inc. (the "Company", "we", "our" or "us") is engaged in the development, manufacturing and marketing of 80 and 30 watt Holmium "cold" pulsed lasers ("Lasers") and a variety of disposable and reusable, fiber optic laser energy delivery devices ("Fibers", "Needles" and "Tips") for use in a broad array of medical applications.

Our Lasers, Fibers, Needles and Tips have been cleared for sale by the U.S. Food and Drug Administration for use in orthopedics, urology, ear, nose and throat surgery, gynecology, gastrointestinal surgery, general surgery and other medical specialties. Many of the medical procedures in which our Lasers, Fibers, Needles and Tips are used are being reimbursed by Medicare and many insurance companies and health plans.

Our 100% owned subsidiary, Mobile Surgical Technologies, Inc. ("MST"), is engaged in the rental of lasers, along with the services of a trained operator and, if requested, the provision of applicable Fibers, Needles or Tips, on a "fee per case" basis to hospitals, surgery centers, group practices and individual physicians in Texas and nearby areas.

The principal market for our Lasers and Side Firing Needles is presently in orthopedics to treat herniated (bulging) and ruptured lumbar, thoracic and cervical discs in the spine, two of the four major causes of lower back, neck and leg pain, typically on an outpatient basis. Our Lasers and Tips are also used in orthopedics to treat damage in joints, such as the knee, shoulder, elbow, hip, ankle and wrist, in outpatient, arthroscopic procedures.

The Company's Lasers and Fibers are also used in Urology to fragment stones in the ~~kidney~~Kidney, ureter or bladder. The Company's VaporMAX(R) Side Firing Optical Fiber device is ~~also~~ also used to vaporize a portion of the male prostate which is used with the Company’s Lasers in the treatment of benign ~~prostate~~ prostate hyperplasia or "BPH", commonly referred to as an "enlarged prostate."

CRITICAL ACCOUNTING POLICIES

We prepare our consolidated financial statements in accordance with accounting principles generally accepted in the United States of America. The preparation of these ~~financial~~consolidated financial statements require the use of estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amount of revenues and expenses during the reporting period. Our management periodically evaluates the estimates and judgments made. Management bases its estimates and judgments on historical experience and on various factors that are believed to be reasonable under the circumstances. Actual results may differ from these estimates as a result of different assumptions or conditions.

The methods, estimates, and judgment we use in applying our most critical accounting policies have a significant impact on the results we report in our ~~financial~~consolidated financial statements. The SEC has defined "critical accounting policies" as those accounting policies that are most important to the portrayal of our financial condition and results, and require us to make our most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain. ~~Based~~based upon this definition, our most critical estimates assumptions include inventory valuation, allowances for doubtful accounts and deferred income tax assets, recoverability of goodwill and long-lived assets, losses for contingencies and certain accrued liabilities, as well as the valuation of equity compensation. We also have other key accounting estimates and policies, but we believe that these other policies either do not generally require us to make estimates and judgments that are as difficult or as subjective, or it is less likely that they would have a material impact on our reported results of operations for a given period. For additional information see Note 12, "Summary of Significant Accounting Policies" in the notes to our reviewed consolidated financial statements appearing elsewhere in this quarterly report and ~~Note 2 to~~ our annual audited consolidated financial statements appearing on Form 10-K. Although we believe that our estimates and assumptions are reasonable, they are based upon information presently available, and actual results may differ significantly from these estimates.

1112

RESULTS OF OPERATIONS

Method of Presentation

The unaudited condensed consolidated financial statements include the accounts of Trimedyne, Inc., its wholly owned subsidiary Mobile Surgical Technologies, Inc. ("MST") and its 90% owned ~~inactive~~ subsidiary, Cardiodyne.

~~Three~~Quarter ~~months~~Ended ~~ended~~December ~~June 30~~31, 2015 ~~compared~~Compared to ~~three~~ ~~months~~Quarter ~~ended~~Ended ~~June 30~~December 31, 2014

During the quarter ended ~~June~~December 3031, 2015, net revenues were $1,~~482~~408,000 as compared to $1,~~339~~352,000 for the same period of the previous year, a $~~143~~56,000 or 114.1% increase ~~primarily due to an increase in revenues from Laser sales~~. Net sales from ~~lasers~~Lasers and accessories increased by $~~210~~156,000 or ~~103~~ 63% to $~~413~~403,000 during the three months ended ~~June~~December 3031, 2015 from $~~203~~247,000 in the same period of the prior year. The increase in Laser revenues were primarily the result the sale of six Lasers as compared to three Lasers sold during the quarters ended December 31, 2015 and 2014, respectively. Net sales from Fibers, Needles and Tips decreased by $6827,000, or 156% to $~~394~~395,000 during the ~~three~~current ~~months~~period ended ~~June~~December 3031, 2015 ~~from~~ as compared to $~~462~~422,000 in the same period of the prior year. The ~~higher~~decrease in sales ~~during~~from ~~the previous year quarter ended June 30~~Fibers, ~~2014,~~Needles ~~was~~and Tips was primarily the result of ~~shipments~~a todecrease ~~fulfill~~in ~~backorders~~domestic ~~created~~sales byof ~~the~~Fibers, ~~delaying~~Needles ofand ~~shipments~~Tips ~~resulting~~during ~~from~~ the ~~impact~~current ~~on manufacturing~~quarter ~~due~~ended toDecember 31, ~~the~~2015 ~~relocation~~as ofcompared ~~our~~to ~~facility~~the inprior ~~California~~year ~~during~~quarter. ~~the~~Net ~~fiscal~~sales ~~year~~from ~~ended~~service ~~September~~and ~~30,~~rental ~~2013.~~decreased ~~Export sales increased~~ by $~~144~~73,000, or 3911%, to $~~517~~610,000 from $~~373~~683,000 for the same ~~quarter of the prior year~~quarters. The ~~increase~~decrease ~~in export sales~~ was primarily due to ana ~~increase~~decrease in ~~laser~~revenues ~~sales to Asia as compared to the prior year quarter ended June 30, 2014. Net sales~~ from billable service and ~~rental~~service ~~during the current quarter remained virtually unchanged at $675,000 as~~parts ~~compared~~from toour ~~$674,000~~facility ~~for~~in ~~the same quarter of the prior year~~California.

Cost of sales during the quarter ended ~~June 30~~December 31, 2015 was ~~$995,000~~78% orof net revenue as compared to 67% of net revenues for the prior year quarter. The higher cost of sales in the current quarter as compared to ~~$924,000~~the orprior ~~69%~~year ~~during~~quarter was primarily the ~~prior~~result of the sale of discounted Lasers to facilitate the ~~year~~growth ~~quarter~~of new markets in Asia. Gross profit as a percentage of sales from the sale of ~~lasers~~Lasers and accessories was ~~$105,000 or 25~~4% as compared to ~~$13,000~~to ~~or 6~~11% for the prior year three-month period. The ~~increase~~decrease in gross profit ~~for~~from ~~lasers~~the ~~and~~sale ~~accessories~~of ~~during~~Lasers in the current period as compared ~~three-month~~to the prior period was primarily the result of the sale of ~~two fully amortized demo lasers offset by~~ discounted ~~laser~~Lasers ~~sales~~ to facilitate the ~~opening~~growth of new markets in Asia. Gross profit as a percentage of sales from the ~~sale~~Fibers, ofNeedles ~~delivery~~ and ~~disposable~~Tips ~~devices~~ was 42% for the quarter as compared to 3654% for the ~~prior~~same period ~~year~~of ~~three-month~~the ~~period~~prior fiscal year. The ~~increase~~lower in gross profit from the sale of Fibers, Needles and Tips was primarily a result of the over-absorption of manufacturing overhead during the current ~~three-month~~year ~~period~~ quarter ended December 31, 2015 as compared to an under-absorption during the prior year ~~was~~quarter. ~~primarily~~Manufacturing ~~due~~overhead tois ~~increased~~absorbed ~~efficiencies~~by ina ~~production~~percentage of manufacturing wages paid which decreased as a result of the discontinuance of a second manufacturing shift that was present during the prior year quarter. Gross profit as a percentage of sales from revenue received from service and rentals ~~during~~was 20% in the current ~~three-month~~quarter, ~~period was 32%~~ as compared to 35% for the prior ~~year~~ three ~~month~~-month period. The ~~lower~~decrease in gross profit ~~was~~as ~~primarily~~a ~~due~~percentage ~~to an increase in the cost~~ of ~~service~~sales ~~parts~~from ~~for the~~ service ~~department~~and atrevenue ~~our~~as ~~California~~compared ~~facility~~to ~~resulting~~the ~~from~~prior year ~~our~~period ~~revaluation~~was ofprimarily ~~inventory performed~~due ~~during~~to the ~~last~~15% ~~quarter~~decrease ofin the ~~prior~~sales ~~year~~of ~~combined~~service ~~with~~parts anand ~~increase~~revenue infrom ~~accrued~~billable ~~warranty~~service ~~expense~~ from ~~the~~our ~~sale of lasers~~California ~~during~~facility, ~~the~~while ~~current~~maintaining ~~three-month~~fixed ~~period~~overhead expense.

~~For the quarter ended June 30~~Selling, ~~2015, selling,~~ general and administrative ~~increased~~expenses decreased ~~$37,000~~in orthe 8%current quarter to $~~480~~437,000 asfrom ~~compared~~$478,000 toin the prior year quarter, a decrease of $~~443~~41,000 or 9%. The decrease in selling, general and administrative expenses was primarily the result of decreases of $23,000 in payroll related expense, $11,000 in professional fees, $9,000 in outside administrative services and $6,000 in travel expense, offset by increases of $7,000 in bank fees. The overall decrease during the current ~~three-month~~ period was ~~primarily~~the ~~due~~result to of the ~~following:~~Company’s continuing efforts to reduce its overhead expenses.

Expense Description	Increase/(Decrease)
Stock-based compensation	41,000
Tax penalties	27,000
Employee benefits	5,000
Commissions/bonuses	5,000
Insurance Expense	3,000
Rent	(2,000	)
Outside Administrative Services	(3,000	)
Licenses/certifications expense	(3,000	)
Bank Fees	(5,000	)
Audit and tax expense	(8,000	)
Payroll Related	(14,000	)
Other allocated expenses	(9,000	)

Research and development expenditures decreased to $92,000 or 28% for the quarter ended December 31, 2015, as compared $128,000 for the quarter ended December 31, 2014. During the current quarter ended December 31, 2015, R&D activities consisted of updating documentation for existing products due to design changes, renewal of foreign approvals, supplier and third party audits, and updating risk management files in compliance with current international standards.

~~Research~~Other income and ~~development~~expense, ~~expenditures~~remained ~~for the~~unchanged ~~quarter~~to ~~ended~~a ~~June~~net ~~30,~~expense ~~2015~~of ~~decreased~~ $211,000 ~~or 20% to $86,000~~ asincurred ~~compared~~for tointerest ~~$107,000~~on innotes ~~the~~payable ~~quarter ended June 30, 2014. The decrease in expenditure~~ during the current ~~year~~quarter ~~three-month~~ended ~~period~~December as31, ~~compared~~2015 toand ~~the~~in ~~prior year three-month~~the ~~period~~first ~~was~~quarter ~~due to the reduction~~ of ~~staff during~~ the ~~current~~prior year ~~three-month period~~.

~~Other~~For ~~income/expense,~~the ~~net~~current quarter, ~~decreased during~~ the ~~quarter~~Company ~~ended~~had ~~June~~a net ~~30,~~loss ~~2015~~of by $38223,000, toor a$0.01 per share, as compared to net ~~expense~~loss of $17169,000, ~~from~~or ~~income~~$0.01 ofper ~~$21,000~~share during the same ~~quarter~~period of the ~~prior~~ prior year., ~~The~~based ~~decrease~~on in18,395,960 ~~other~~basic ~~income/expense~~weighted ~~was~~average ~~primarily~~number ~~due to the expiration~~ of acommon ~~license~~shares ~~agreement~~outstanding. ~~with~~The ~~Lumenis,~~increase ~~Ltd.,~~ in ~~August of~~loss ~~2014,~~for ~~and no royalty payments were received from Lumenis, Ltd., during~~ the current quarter ~~ended~~was ~~June~~primarily ~~30,~~the ~~2015~~result asof ~~compared to $20,000 received during~~ the ~~prior~~decrease ~~year~~in ~~quarter~~net ~~ended~~sales ~~June 30, 2014,~~ combined with aless ~~one-time~~favorable ~~adjustment~~margins tofrom ~~reconcile~~the ~~prior~~sale ~~year~~of Lasers and ~~accrued~~Fibers, ~~expenses~~Needles and tips.

For the current quarter, the Company had a net loss of $97,000 or $0.01 per share, based on 18,395,960 basic weighted average number of common shares outstanding, as compared to a net loss of $118,000 or $0.01 per share, based on 18,395,960 basic weighted average number of common shares outstanding in the same quarter of the previous year.

Nine months ended June 30, 2015 compared to nine months ended June 30, 2014

During the nine months ended June 30, 2015, net revenues were $4,027,000 as compared to $4,120,000 for the same period of the previous year, a $93,000 or 2% decrease. Net revenues from lasers and accessories increased by $250,000 or 44% to $819,000 during the nine months ended June 30, 2015 from $569,000 in the same period of the prior year. Net revenues from Fibers, Needles and Tips decreased by $419,000 or 25% to $1,241,000 during the nine months ended June 30, 2015 from $1,660,000 for the same period of the prior year. The higher sales during the prior year nine-month period ended June 2014, 2014, was primarily the result of an increase in shipments to fulfill backorders created by the delaying of shipments due to the relocation of our facility in California during the fiscal year ended September 30, 2013. During the nine months ended June 30, 2015, export sales increased $226,000 or 24% to $1,153,000 from $927,000 during the same period of the prior year. The increase in export sales was primarily the result of an increase in sales to Asia. Net sales from service and rental increased by $76,000 or 4% to $1,967,000 from $1,891,000 for the same quarters in the prior year. This increase was primarily due to an increase in fee-per-case revenues generated from MST.

Cost of sales during the nine months ended June 30, 2015 was $2,717,000 or 68% of net revenues as compared to $2,778,000 or 67% for the same period of the prior year. Gross profit as a percentage of sales from the sale of Lasers and accessories was 17% as compared to 11% for the prior year nine-month period. The increase in gross profit for lasers and accessories during the current six-month period was primarily due to the sale of two fully amortized demo lasers offset by discounted laser sales to facilitate the opening of new markets in Asia. Gross profit as a percentage of sales from the sale of Fibers, Needles and Tips was 48% during the current nine-month period as compared to 42% during the prior year nine-month period. The increase in gross profit during the current three-month period as compared to the prior year was primarily due to increased efficiencies in production. Gross profit from revenue received from service and rentals during the current nine-month period was 29% as compared to 30% for the prior year nine-month period. The lower gross profit was primarily due to an increase in the cost of service parts for the service department at our California facility resulting from our revaluation of inventory performed during the last quarter of the prior year combined with a correction to the allocation of property tax expense for MST’s equipment during the current year.

For the nine months ended June 30, 2015, selling, general and administrative expenses totaled $1,417,000 as compared to $1,464,000 for the same period of the previous year, a $47,000 or 3% decrease. The decrease in selling, general and administration expense was primarily due to the following:

Expense Description	Increase/(Decrease	)
Tax Penalties	27,000
Stock–based compensation	41,000
Bad Debt	9,000
Employee benefits	9,000
Commissions/bonuses	(3,000	)
Rent	(3,000	)
Corporate fees	(4,000	)
Audit and tax expense	(5,000	)
Bank fees	(17,000	)
Payroll related	(18,000	)
Insurance expense	(19,000	)
Outside administrative expense	(24,000	)
Legal	(27,000	)
Other allocated expenses	(7,000	)

During the nine months ended June 30, 2015, research and development expenses decreased to $336,000 from $343,000 in the prior year nine-month period, a decrease of $7,000 or 2%. During the nine-month period ended June 30, 2015, R&D activities consisted of producing samples and documentation for interstitial fiber optic delivery systems, expanding the existing line of single use and reusable bare fibers, optimizing label production and inspection for existing products, and updating risk management files in compliance with current international standards.

Other income/expense decreased by $99,000 or 118% to an expense of $15,000 in the current nine-month period from income of $84,000 in the previous nine-month period of fiscal 2014. The decrease in other income/expense was primarily due to the expiration of a license agreement with Lumenis, Ltd., and, as a result, the cessation of royalty payments in August of 2014, compared to $74,000 received during the prior year nine-month period ended June 30, 2014, combined with a one-time adjustment to reconcile prior year accrued expenses.

For the nine months ended June 30, 2015, the Company had net loss of $466,000 or $0.03 per share, based on 18,395,960 basic weighted average number of common shares outstanding, as compared to a net loss of $388,000 or $0.02 per share, based on 18,395,960 basic weighted average number of common shares outstanding in the same period of the previous year, resulting from the above mentioned factors.

Liquidity and Capital

At ~~June~~December 3031, 2015, the Company had ~~working~~ working capital of $21,~~029~~788,000 compared to $21,~~406~~969,000 at the end of the fiscal year ended September 30, ~~2014~~2015. Cash ~~decreased~~increased by $~~754~~21,000 to $~~538~~386,000 from $1365,~~292,~~000 at September 30, ~~2014~~2015. Cash used in ~~investing~~financing activities was $3536,000 ~~for~~which was the ~~purchase~~result of ~~fixed~~payment ~~assets.~~on ~~Cash~~notes ~~used~~payable inand ~~financing~~a ~~activities~~lease. ~~was~~During ~~$87~~the quarter ended December 31,~~000~~ ~~which~~2015 ~~was~~and 2014, the ~~result~~Company offinanced ~~payments~~an onadditional ~~notes~~insurance policy ~~payable~~for $30,000 and an$22,000, ~~equipment lease~~respectively.

Management's Plans

At December 31, 2015, we had working capital of $1,788,000 compared to $1,969,000 at the end of the previous fiscal year ended September 30, 2015. Cash increased by $21,000 to $386,000 at December 31, 2015 from $365,000 at the fiscal year ended September 30, 2015.

~~Going~~As ~~Concern~~of December 31, 2015 we had cash on hand of $386,000. We intend to fund operations with cash on hand and from operations; however, additional working capital in the next 12 months may be required based upon our current expenditure rate. These factors raise substantial doubt about the Company’s ability to continue as a going concern.

AsThe ofCompany ~~June~~will ~~30,~~attempt ~~2015,~~to welower ~~had~~our ~~cash~~overhead costs on ~~hand~~less ofprofitable ~~$538~~segments,~~000.~~ Weraise ~~intend~~additional todebt ~~fund~~and/or ~~operations~~equity ~~with~~capital, ~~cash~~sell onsome ~~hand~~of ~~and~~our ~~from~~assets ~~operations;~~including ~~however~~utilization of current inventory, ~~additional~~outsource ~~working~~some ~~capital~~of our manufacturing processes and/or reduce our costs by eliminating certain personnel in order ~~the~~to ~~next~~reduce 12our ~~months~~cash ~~will~~consumption levels to a supportable level. There can be ~~required~~no ~~based~~assurances ~~upon~~that ~~our~~we ~~current~~will ~~expenditure~~be ~~rate~~successful in those efforts. If ~~These~~we ~~factors~~are ~~raise~~unsuccessful ~~substantial~~in ~~doubt~~our ~~about~~efforts, ~~the~~we ~~Company’s ability~~may be forced to ~~continue~~reduce asor acurtail ~~going~~certain ~~concern~~operational segments.

The Company's ~~has~~continuation ~~been~~as ~~pursuing~~a going concern ~~market~~is ~~development~~dependent ~~efforts~~on inits ~~Asia~~ability to meet its obligations, to obtain additional financing as may be required and weultimately ~~have~~to ~~had~~attain profitability. ~~positive~~The ~~feedback~~financial statements do not include any adjustments that might result from ~~our~~the ~~efforts.~~outcome of this uncertainty. If ~~successful~~necessary, we ~~could~~will ~~have~~also aattempt ~~significant increase~~to inraise ~~sales~~additional ~~volume~~debt ~~during~~and/or ~~the~~equity ~~next~~capital, ~~two~~sell ~~successive~~some ~~quarters~~of inour ~~this~~assets, ~~market~~reduce ~~area~~our ~~which~~costs ~~may~~by eliminating ~~improve~~certain ~~our~~personnel ~~financial~~positions ~~condition~~ and ~~cash~~continue ~~reserves~~to reduce certain overhead costs in order to reduce our consumption levels.

The Company is currently pursuing market development efforts in Asia, Latin America and Eastern Europe. We believe that by expanding healthcare infrastructure in these markets, we may be able to create a sustained demand for ~~our~~ Holmium Lasers and Fibers in the fields of Laser Spinal Endoscopy, Laser Lithotripsy ~~and~~ in the laser treatment of other conditions. Additionally, we expect the global trend toward single-use, disposable laser delivery devices ~~may~~will improve sales and profit margins as more hospitals convert from multi-use devices, due to concerns for ~~sterility~~ sterility and handling costs incurred in product sterilization, and we ~~plan~~hope to develop more single-use ~~optical~~medical ~~fiber~~ devices.

Our Chairman, Dr. Marvin P. Loeb, is continuing his efforts to raise capital for his company Gastromedix, Inc., a company of which Trimedyne owns a 30% interest. Should Dr. Loeb be successful in his efforts to raise capital, which cannot be assured, the funds will be used to subsidize patient “pilot” clinical trials involving a procedure utilizing Lasers and Side Firing Fibers, which will be exclusively supplied by Trimedyne. If these “pilot” clinical trials are successful, which cannot be assured, randomized controlled clinical trials of the procedure will begin with the exclusive use of our Lasers and patented Side Firing Fibers in the treatment of Type II Diabetes, Obesity and/or GERD, often called “heartburn”. Gastromedix, Inc. may become an outlet for Trimedyne Lasers and Side Firing Fibers. For more information, please refer to our 10-Q filing for the period ended March 31, 2015.

In the interim, if necessary, we will also attempt to raise additional debt and/or equity capital, sell some of our assets, reduce our costs by eliminating certain personnel positions and continue our efforts to reduce certain overhead costs in order to reduce our cash consumption levels.

OFF BALANCE SHEET ARRANGEMENTS

None.

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

~~Not Applicable.~~N/A

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures. Our management has evaluated, under the supervision and with the participation of our ~~Principal~~principal ~~Executive~~executive ~~Officer~~officer and ~~Principal~~principal ~~Financial~~financial ~~Officer~~officer, the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report pursuant to Rule 13a-15(b) under the Securities Exchange Act of 1934 (the "Exchange Act"). Based on that evaluation, our ~~Principal~~principal ~~Executive~~executive ~~Officer~~officer and ~~Principal~~principal ~~Financial~~financial ~~Officer~~officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures are effective in ensuring that information required to be disclosed in our Exchange Act reports is (1) recorded, processed, summarized and reported in a timely manner, and (2) accumulated and communicated to our management, including our ~~Principal~~principal ~~Executive~~executive ~~Officer~~officer and ~~Principal~~principal ~~Financial~~financial ~~Officer~~officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting. There have been no changes in our internal control over financial reporting that occurred during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - ~~Other~~OTHER ~~Information~~INFORMATION

Item 1. Legal Proceedings

None

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None

Item 3. Defaults Upon Senior Securities

None

Item 4. [Removed and Reserved]

Item 5. Other Information

None

Item 6. Exhibits

(a) Exhibits

31.1	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Glenn D. Yeik
31.2	Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 for Jeffrey S. Rudner
32.1	Principal Executive Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Principal Financial Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS	XBRL Instance document
101.SCH	XBRL Schema
101.CAL	XBRL Calculation Linkbase
101.DEF	XBRL Definition Linkbase
101.LAB	XBRL Label Linkbase
101.PRE	XBRL Presentation Linkbase

SIGNATURE PAGE

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 hereunto duly authorized.

	TRIMEDYNE, INC.
Date: August 14, 2015	By:	/s/ Glenn D. Yeik
Date: February 16, 2016	By:	/s/ Glenn D. Yeik
		Glenn D. Yeik
		Principal Executive Officer
		Chief Executive Officer

	TRIMEDYNE, INC.
Date: August 14, 2015	By:	/s/ Jeffrey S. Rudner
Date: February 16, 2016	By:	/s/ Jeffrey S. Rudner
		Jeffrey S. Rudner
		Principal Financial Officer

Filing Compare · TRIMEDYNE INC