X0202 3 2006-12-15 0 0000027082 DATAMETRICS CORP DMCP 0001348601 SG DMTI CAPITAL LLC 110 EAST 59TH STREET SUITE 1901 NEW YORK NY 10022 0 0 1 0 0001348895 SG PHOENIX VENTURES LLC 110 EAST 59TH STREET SUITE 1901 NEW YORK NY 10022 0 0 1 0 0000908269 SASSOWER PHILIP S 110 EAST 59TH STREET SUITE 1901 NEW YORK NY 10022 0 0 1 0 0001348894 Goren Andrea 110 EAST 59TH STREET SUITE 1901 NEW YORK NY 10022 0 0 1 0 Series B Preferred Stock 1000000 D Common Stock 174887 D Warrants 0.01 2005-12-30 2015-12-30 Common Stock 12877162 D The amounts shown in Table I and Table II as directly owned securities represent the beneficial ownership of the Issuer's securities held by SG DMTI Capital LLC, a portion of which may be attributable to SG Phoenix Ventures LLC because it is the managing member of SG DMTI Capital LLC, to Mr. Sassower because he is a managing member of SG Phoenix Ventures LLC, the managing member of SG DMTI Capital LLC, and to Mr. Goren because he is a managing member of SG Phoenix Ventures LLC, the managing member of SG DMTI Capital LLC. Each of SG Phoenix Ventures LLC, Mr. Sassower and Mr. Goren disclaims beneficial ownership of such securities beneficially owned by SG DMTI Capital LLC. This number gives effect to the reverse 1-for-30 stock split effective as of April 10, 2006 On December 15, 2006, Datametrics Corp. issued 174,887 shares of Common Stock as a dividend accrued on the Series B Preferred Stock This number gives effect to the reverse 1-for-30 stock split effective as of April 10, 2006 /s/ SG DMTI Capital LLC 2006-12-21 /s/ SG Phoenix Ventures LLC 2006-12-21 /s/ Philip S. Sassower 2006-12-21 /s/ Andrea Goren 2006-12-21