UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB

(Mark One)

[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934
         For the quarterly period ended JUNE 30, 2005

[  ]     TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
         For the transition period from ________ to ___________

                        Commission file number: 000-50077

                              LINK PLUS CORPORATION
        (Exact name of small business issuer as specified in its charter)

                  DELAWARE                               52-1018174
      (State or other jurisdiction of           (IRS Employer Identification
       incorporaton or organization)                         No.)

                     6996 COLUMBIA GATEWAY DRIVE; SUITE 104
                               COLUMBIA, MD 21046
                    (Address of principal executive offices)

                                 (410) 953-7177
                           (Issuer's telephone number)

                                 NOT APPLICABLE
              (Former name, former address and former fiscal year,
                          if changed since last report)

       Check whether the issuer (1) filed all reports required to be filed
          by Section 13 or 15(d) of the Exchange Act during the past 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 [ ] No [X]

         State the number of shares outstanding of each of the issuer's
          classes of common equity, as of the latest practicable date:
              The issuer had 30,846,149 shares of its common stock
                        outstanding as of June 30, 2005.

    Transitional Small Business Disclosure Format (Check one): Yes [ ] No[X]


                                       1
<PAGE>
                              LINK PLUS CORPORATION
                              INDEX TO FORM 10-QSB

                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2005


                         PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited)

         Condensed Consolidated Balance Sheets:
                  June 30, 2005 and March 31, 2005

         Condensed Consolidated Statements of Losses:
                  For the three months ended June 30, 2005 and 2004

         Condensed Consolidated Statements of Cash Flows:
                  For the three months ended June 30, 2005 and 2004

         Notes to Unaudited Condensed Consolidated Financial Information
                  June 30, 2005

Item 2.  Management's Discussion and Analysis or Plan of Operation

Item 3.  Controls and Procedures

                           PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

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

Item 3.  Defaults Upon Senior Securities

Item 4.  Submission of Matters to a Vote of Security Holders

Item 5.  Other Information

Item 6.  Exhibits


SIGNATURES










                                       2
<PAGE>

                              LINK PLUS CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                              (Unaudited)             (Audited)
                                                             JUNE 30, 2005         MARCH 31, 2005
<S>                                                         <C>                   <C>
ASSETS
Current assets:
Cash and cash equivalents                                   $      29,458         $       72,617
Prepaid expenses                                                      300                      -
                                                            -------------         ----------------

Total current assets                                               29,758                 72,617

Property and equipment, net of accumulated
depreciation of $510,700 and $490,741 at June 30,
2005 and March 31, 2005, respectively                              16,860                  1,706

Other assets:
Prepaid expenses                                                  139,276                      -
Deposits                                                           10,619                 10,619
                                                            --------------        ---------------
Total other assets                                                149,895                 10,619

Total assets                                                $     196,513         $       84,942
                                                            ==============        ===============

LIABILITIES AND DEFICIENCY IN STOCKHOLDERS' EQUITY
Current Liabilities:
Cash disbursed in excess of available funds                 $           -         $          163
Accounts payable and accrued liabilities                        3,725,235              3,692,135
Deferred revenue                                                  200,000                200,000
Advances from officers                                             17,838                 17,838
Other advances                                                      6,000                  6,000
Notes payable, current portion (Note B)                           383,391                423,712
                                                            --------------        ---------------
Total current liabilities                                       4,332,464              4,339,849


Commitments and contingencies                                           -                      -

Deficiency in stockholders' equity:
Common stock, par value $.005 per share;
50,000,000 shares authorized; 30,846,149 and
29,193,501 shares issued and outstanding at June
30, 2005 and March 31, 2005, respectively (Note C)                154,230                145,967
Additional paid-in capital                                     13,613,998             13,252,849
Common stock subscription payable (Note C)                        257,000                 34,000
Accumulated deficit                                           (18,161,179)           (17,687,722)
                                                            --------------        ---------------
                                                               (4,135,951)            (4,254,907)

Total liabilities and deficiency in stockholders'
equity                                                      $     196,513         $       84,942
                                                            ==============        ===============

</TABLE>


                See accompanying notes to the unaudited condensed
                       consolidated financial information

                                       3
<PAGE>

                              LINK PLUS CORPORATION
                   CONDENSED CONSOLIDATED STATEMENTS OF LOSSES
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                              For The Three Months Ended June 30,
                                                                    2005                 2004
                                                                    ----                 ----
<S>                                                           <C>                  <C>
Revenues, net                                                 $           -        $      35,140
Cost of sales                                                             -                3,932
                                                              --------------       --------------

Gross profit                                                              -               31,208

Operating expenses:
Selling, general and administrative                                 442,438              393,328
Depreciation                                                         19,959                  277
                                                              --------------       --------------
Total operating expenses                                            462,397              393,605

(Loss) from operations                                             (462,397)            (362,397)

Other income (expense):
Other expense                                                             -               (4,052)
Interest expense, net                                               (11,060)             (10,770)
                                                              --------------       --------------
Total other (expense)                                               (11,060)             (14,822)


Net loss before income taxes                                       (473,457)            (377,219)


Income (taxes) benefit                                                    -                    -
                                                              --------------                   -

Net (loss)                                                    $    (473,457)       $    (377,219)
                                                              ==============       ==============

Loss Per Common Share (Basic and Assuming Dilution)           $       (0.02)       $       (0.02)
                                                              ==============       ==============

Weighted Average Shares Outstanding (Basic and Diluted)          30,246,872           20,361,670
                                                              ==============       ==============
</TABLE>


         See accompanying notes to the unaudited condensed consolidated
                              financial information



                                       4
<PAGE>
                              LINK PLUS CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                        For The Three Months Ended June 30,
                                                                             2005                 2004
                                                                            ----                 ----
<S>                                                                  <C>                  <C>
Cash flows from operating activities:
Net loss                                                             $     (473,457)      $     (377,219)
Adjustments to reconcile net loss to net cash (used in)
operating activities:

Depreciation                                                                 19,959                  277
Common stock issued in exchange for services and compensation
(Note C)                                                                     20,016                    -
Common stock issued in exchange for operating and other
expense (Note C)                                                             49,086                4,052
Changes in assets and liabilities:

Deposits and other assets                                                  (139,576)               6,819
Cash disbursed in excess of available funds                                    (163)               2,886

Accounts payable and accrued liabilities                                    103,589              304,485
                                                                     ---------------      ---------------

Net cash (used in) operating activities                                    (420,546)             (58,700)

Cash flows from investing activities:

Capital expenditures                                                        (35,113)                   -
                                                                     ---------------                   -
Net cash (used in) investing activities                                     (35,113)                   -


Cash flows from financing activities:
Proceeds from sale of common stock and common stock
subscription, net of costs and fees                                         414,500               27,500

Proceeds from notes payable, net of repayments                               (2,000)              32,000
                                                                     ---------------      ---------------

Net cash provided by financing activities                                   412,500               59,500


Net increase (decrease) in cash and cash equivalents                        (43,159)                 800

Cash and cash equivalents at beginning of period                             72,617                   43
                                                                     ---------------      ---------------
Cash and cash equivalents at end of period                           $       29,458       $          843
                                                                     ===============      ===============

Supplemental Disclosures of Cash Flow Information:

Cash paid for interest                                               $            -                    -

Cash paid for income taxes                                                        -                    -
Common stock issued in exchange for services (Note C)                        20,016                    -
Common stock issued in exchange for operating and other
expense (Note C)                                                             49,086                4,052
Common stock issued in exchange for accrued salaries and
accrued expenses (Note C)                                                    43,271                    -
Common stock issued in exchange for accrued interest (Note C)                27,218              183,174
Common stock subscription in exchange for notes payable and
accrued interest (Note C)                                                    38,321               66,826

</TABLE>

                See accompanying notes to the unaudited condensed
                       consolidated financial information


                                       5

<PAGE>

                              LINK PLUS CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES

GENERAL

The accompanying  unaudited condensed financial statements have been prepared in
accordance with the instructions to Form 10-QSB,  and therefore,  do not include
all the information  necessary for a fair  presentation  of financial  position,
results of operations and cash flows in conformity  with  accounting  principles
generally  accepted  in the  United  States of  America  for a  complete  set of
financial statements.

In the opinion of management,  all adjustments  (consisting of normal  recurring
accruals) considered  necessary for a fair presentation have been included.  The
results from  developmental  stage  operations for the three-month  period ended
June 30, 2005 are not necessarily indicative of the results that may be expected
for the  year  ended  March  31,  2006.  The  unaudited  condensed  consolidated
financial  statements  should be read in  conjunction  with the  March 31,  2005
financial  statements and footnotes thereto included in the Company's Securities
and Exchange Commission Form 10-KSB.

BUSINESS AND BASIS OF PRESENTATION

Link Plus  Corporation  (the "Company") was  incorporated  under the laws of the
State of Delaware and is a developer and seller of  communication  equipment and
communication enhancement products.

In December 2003, the Company entered into a Merger Agreement ("Agreement") with
JS Technologies  Corp.  ("JST"), a company organized under the laws of the State
of  Delaware.  JST is a  private-held  company and is engaged in the business of
developing,   marketing  and  selling  Advanced  Wireless  Communication  System
("AWICS")  and  other  intellectual  property  and  products  based on the AWICS
technology.  In March 2004,  the Company filed a Certificate  of Merger with the
State of Delaware to acquire  JST.  Upon receipt of the approval by the State of
Delaware,  JST was merged  into the Company and the  separate  existence  of JST
ceased.

The consolidated  financial  statements  include the accounts of the Company and
its wholly owned  subsidiary,  Link Plus  International,  Inc.  All  significant
inter-company transactions and balances have been eliminated in the consolidated
financial statements.

RECLASSIFICATION

Certain  reclassifications  have been made to conform to prior  periods' data to
the  current  presentation.  These  reclassifications  had no effect on reported
losses.

STOCK BASED COMPENSATION

In addition,  this statement amends the disclosure  requirements of SFAS No. 123
to require prominent disclosures in both annual and interim financial statements
about the method of accounting for  stock-based  employee  compensation  and the
effect of the  method  used on  reported  results.  The  Company  has  chosen to
continue to account  for  stock-based  compensation  using the  intrinsic  value
method   prescribed   in  APB  Opinion  No.  25  and  related   interpretations.
Accordingly,  compensation  expense for stock options is measured as the excess,
if any, of the fair market value of the Company's stock at the date of the grant
over the  exercise  price of the  related  option.  The  Company has adopted the
annual  disclosure  provisions of SFAS No. 148 in its financial  reports for the
year  ended  March  31,  2005 and 2004 and will  adopt  the  interim  disclosure
provisions for its financial reports for the subsequent periods.


                                       6
<PAGE>


                              LINK PLUS CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE A - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

Had compensation  costs for the Company's stock options been determined based on
the fair value at the grant dates for the  awards,  the  Company's  net loss and
losses  per share  would  have been as  follows  (transactions  involving  stock
options issued to employees and Black-Scholes model assumptions are presented in
Note D):

<TABLE>
<CAPTION>
                                                                        FOR THE THREE MONTHS ENDED JUNE 30,
                                                                              2005               2004
                                                                              ----               ----
<S>                                                                       <C>                <C>
Net loss - as reported                                                    $ (473,457)        $  (377,219)
Add:  Total stock based employee compensation expense as reported
under intrinsic value method (APB. No. 25)                                         -                   -
Deduct:  Total stock based employee compensation expense as reported
under fair value based method (SFAS No. 123)                                 (92,227)                  -
                                                                          -----------        ------------
Net loss - Pro Forma                                                      $ (565,684)        $  (377,219)
                                                                          ===========        ============
Net loss attributable to common stockholders - Pro forma                  $ (565,684)        $  (377,219)
                                                                          ===========        ============
Basic (and assuming dilution) loss per share - as reported                $    (0.02)        $     (0.07)
                                                                          ===========        ============
Basic (and assuming dilution) loss per share - Pro forma                  $    (0.02)        $     (0.07)
                                                                          ===========        ============
</TABLE>

On December 16, 2004,  the Financial  Accounting  Standards  Board (FASB) issued
FASB  Statement  No.  123R  (revised  2004),  "Share-Based  Payment"  which is a
revision of FASB Statement No. 123,  "Accounting for Stock-Based  Compensation".
Statement 123R  supersedes APB opinion No. 25,  "Accounting  for Stock Issued to
Employees",  and amends  FASB  Statement  No.  95,  "Statement  of Cash  Flows".
Generally,  the approach in Statement 123R is similar to the approach  described
in Statement 123. However,  Statement 123R requires all share-based  payments to
employees,  including grants of employee stock options,  to be recognized in the
income statement based on their fair values.  Pro-forma  disclosure is no longer
an  alternative.  On April 14, 2005,  the SEC amended the effective  date of the
provisions of this  statement.  The effect of this  amendment by the SEC is that
the Company will have to comply with Statement 123R and use the Fair Value based
method of  accounting  no later  than the fourth  quarter  of fiscal  year 2006.
Management  has not  determined  the  impact  that this  statement  will have on
Company's consolidated financial statements.

NEW ACCOUNTING PRONOUNCEMENTS

In March 2005, the FASB issued FASB Interpretation (FIN) No. 47, "Accounting for
Conditional  Asset Retirement  Obligations,  an interpretation of FASB Statement
No. 143," which  requires an entity to recognize a liability  for the fair value
of a conditional  asset  retirement  obligation when incurred if the liability's
fair value can be  reasonably  estimated.  The  Company is required to adopt the
provisions of FIN 47 no later than its last quarter of fiscal 2006.  The Company
does not expect the adoption of this Interpretation to have a material impact on
its consolidated financial position, results of operations or cash flows.

In May 2005 the FASB issued Statement of Financial  Accounting  Standards (SFAS)
No. 154, "Accounting Changes and Error Corrections, a replacement of APB Opinion
No. 20 and FASB Statement No. 3." SFAS 154 requires retrospective application to
prior periods' financial statements for changes in accounting principle,  unless
it is  impracticable  to  determine  either the  period-specific  effects or the
cumulative  effect of the  change.  SFAS 154 also  requires  that  retrospective
application of a change in accounting principle be limited to the direct effects
of the change.  Indirect effects of a change in accounting principle,  such as a
change in non-discretionary profit-sharing payments resulting from an accounting
change,  should be recognized in the period of the accounting  change.  SFAS 154
also requires that a change in depreciation,  amortization,  or depletion method
for long-lived,  non-financial assets be accounted for as a change in accounting
estimate effected by a change in accounting principle. SFAS 154 is effective for
accounting  changes and  corrections  of errors made in fiscal  years  beginning
after December 15, 2005. Early adoption is permitted for accounting  changes and
corrections  of  errors  made in  fiscal  years  beginning  after  the date this
Statement  is issued.  The Company  does not expect the adoption of this SFAS to
have a  material  impact on its  consolidated  financial  position,  results  of
operations or cash flows.


                                       7
<PAGE>
                              LINK PLUS CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE B - NOTES PAYABLE

Notes payable at June 30, 2005 and March 31, 2005 are as follows:

<TABLE>
<CAPTION>
                                                                                  JUNE 30, 2005     MARCH 31, 2005
<S>                                                                               <C>               <C>
     Series of advances unsecured and payable on demand to Company
     board member and shareholder, accrues interest at 10% per annum                 $  180,691        $   180,691
     Series of advances unsecured and payable on demand to Company
     shareholder, accrues interest at 10% per annum (a)                                       -             36,321
     Unsecured note payable on demand to Company shareholder,
     accrues interest at 10% per annum                                                   10,000             10,000
     Unsecured note payable on demand to Company shareholder,
     accrues interest at 10% per annum                                                   10,000             10,000
     Unsecured note payable on demand to Company shareholder,
     accrues interest at 10% per annum                                                   30,000             30,000
     Unsecured note payable on demand to Company shareholder,
     accrues interest at 10% per annum (a)                                                    -              2,000
     Unsecured note payable on demand, accrues interest at 10% per
     annum                                                                                1,500              1,500
     Unsecured note payable on demand, accrues interest at 10% per
     annum                                                                               10,000             10,000
     Unsecured note payable on demand to Company shareholder,
     accrues interest at 10% per annum                                                    7,200              7,200
     Unsecured note payable accrues interest at 12% per annum, maturity
     date is November 12, 2004                                                           30,000             30,000
     Unsecured note payable accrues interest at 10% per annum; maturity
     date is August 18, 2005                                                             13,000             13,000
     Unsecured note payable, accrues interest at 10% per annum, minimum
     monthly payment of $2,000 with the balance due no later than
     October 2007; early redemption is expected when Company has
     available funds.  (b)                                                               91,000             93,000
                                                                                     -----------       ------------
     Total                                                                           $  383,391        $   423,712
     Less: current portion                                                             (383,391)          (423,712)
                                                                                     -----------       ------------
                                                                                     $        -        $         -
                                                                                     ===========       ============
</TABLE>

(a) During the period ended June 30, 2005, one of the Company's  shareholder and
director  agreed to convert  notes  payable in aggregate of principal  amount of
$38,321  and unpaid  accrued  interest  of $27,218  into  262,156  shares of the
Company's  restricted  common stock.  The Company's  director shall also receive
262,156  warrants expire four year from the issuance date with an exercise price
of $0.50 per  share  (Note D).  The  conversion  price,  $0.25  per  share,  was
approximately  the fair market value of the Company's  common shares at the time
the agreement was entered into.

(b) During the year ended March 31, 2005, the Company  issued a promissory  note
in the amount of $93,000 to an  investor  in  exchange  for $53,000 of funds the
investor  previously  advanced to the Company for working capital  purpose,  and
$40,000 of liability due to the investor by a related party of the Company.  The
Company  assumed the $40,000 of liability  from the related  party and accounted
for the liability assumed as other expense during the year ended March 31, 2005.


                                       8
<PAGE>

                              LINK PLUS CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE C - CAPITAL STOCK

The Company is authorized to issue 50,000,000 shares of common stock with $0.005
par value per share.  As of June 30,  2005 and March 31,  2005,  the Company has
issued  and  outstanding  30,846,149  and  29,193,501  shares of  common  stock,
respectively.

On October 1, 2002,  the  Company  declared a 2-for-1  stock split on its common
stock. All common stock share information has been adjusted retroactively in the
accompanying consolidated financial statements for all periods presented.

During the period ended June 30, 2005, the Company issued an aggregate of 56,000
shares  of common  stock,  valued at  $14,000,  in  exchange  for  common  stock
subscribed as of March 31, 2005. The Company received proceeds of $237,000,  net
of costs and fees, in exchange for 1,185,000 shares common stock subscribed.  As
of June 30, 2005, the 1,185,000 shares of common stock have not been issued. The
Company also issued an  aggregate of 885,000  shares of common stock in exchange
for proceeds of $177,500, net of costs and fees. The Company issued an aggregate
of 262,156  shares of common stock to one of its  shareholders  and directors in
exchange  for $38,321 of notes  payable and $27,218 of unpaid  accrued  interest
(Note B). The Company  issued an aggregate  of 80,064  shares of common stock as
compensation for eight directors.  The shares were valued at $0.25 per share and
$20,016  was  charged to  operations  during the period  ended June 30, 2005 The
Company  issued an aggregate of 190,322 shares of common stock to two vendors in
exchange  for $9,328 of accrued  expenses  and  $38,252  of  business  operating
expenses.  The Company  issued an aggregate of 179,106 shares of common stock in
exchange  for accrued  salaries  of $33,943  and  $10,834 of business  operating
expenses.

NOTE D - STOCK OPTIONS AND WARRANTS

OPTIONS

The  following  table  summarizes  the  changes in options  outstanding  and the
related  prices  for  the  shares  of  the  Company's  common  stock  issued  to
shareholders and employees at June 30, 2005.

<TABLE>
<CAPTION>
                                OPTIONS OUTSTANDING                                     OPTIONS EXERCISABLE
                                -------------------                                     -------------------
                                            WEIGHTED AVERAGE         WEIGHTED                        WEIGHTED
                           NUMBER        REMAINING CONTRACTUAL        AVERAGE         NUMBER         AVERAGE
    EXERCISE PRICES     OUTSTANDING           LIFE (YEARS)        EXERCISE PRICE    EXERCISABLE   EXERCISE PRICE
    ---------------     -----------           ------------        --------------    -----------   --------------
<S>                        <C>                    <C>                 <C>             <C>                  <C>
              $1.00        2,682,008              4.68                $ 1.00          2,682,008            $1.00
              =====        =========              ====                ======          =========            =====

</TABLE>







                                       9
<PAGE>
                              LINK PLUS CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE D - STOCK OPTIONS AND WARRANTS (CONTINUED)

OPTIONS (CONTINUED)

Transactions  involving  the  Company's  options  issuances  are  summarized  as
follows:

                                                 NUMBER OF      WEIGHTED AVERAGE
                                                  SHARES         EXERCISE PRICE
                                                  ------         --------------
 Outstanding at March 31, 2003                   2,782,008            $   1.00
 Granted                                                 -                   -
 Exercised                                               -                   -
 Cancelled or Expired                                    -                   -
                                                -----------           ---------
 Outstanding at March 31, 2004                   2,782,008            $   1.00
 Granted                                                 -                   -
 Exercised                                               -                   -
 Cancelled or Expired                             (100,000)                  -
                                                -----------           ---------
 Outstanding at March 31, 2005                   2,682,008            $   1.00
 Granted                                                 -                   -
 Exercised                                               -                   -
 Cancelled or Expired                                    -                   -
                                                -----------           ---------
 Outstanding at June 30, 2005                    2,682,008            $   1.00
                                                ===========           =========

The Company did not grant any stock options to shareholders or employees  during
the period ended June 30, 2005 and 2004.  All stock options were vested in prior
years at the time of issuance and accordingly none was charged to operations for
the period ended June 30, 2005 and 2004.

WARRANTS

The  following  table  summarizes  the changes in warrants  outstanding  and the
related  prices  for  the  shares  of  the  Company's  common  stock  issued  to
shareholders and employees at June 30, 2005.

<TABLE>
<CAPTION>
                               WARRANTS OUTSTANDING                                     WARRANTS EXERCISABLE
                                            WEIGHTED          WEIGHED AVERAGE                              WEIGHTED
                                             AVERAGE           EXERCISE PRICE               NUMBER         AVERAGE
                           NUMBER           REMAINING          --------------            EXERCISABLE       EXERCISE
    EXERCISE PRICES     OUTSTANDING     Contractual LIFE                                 -----------       --------
    ---------------     -----------                 -----                                                    PRICE
                                             (YEARS)                                                         -----
                                             ------
<S>                       <C>                      <C>              <C>                    <C>              <C>
           $  1.00        1,384,202                1.89             $   1.00               1,384,202        $ 1.00
              0.50        6,325,019                3.47                 0.50               6,325,019          0.50
              0.25          515,000                3.88                 0.25                 515,000          0.25
                          ---------                ----             --------               ---------        ------
                          8,224,221                2.99             $   0.58               8,224,221        $ 0.58
                          =========                ====             =========              =========        ======

</TABLE>


                                       10
<PAGE>

                              LINK PLUS CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  JUNE 30, 2005
                                   (UNAUDITED)

NOTE D - STOCK OPTIONS AND WARRANTS (CONTINUED)

WARRANTS (CONTINUED)

Transactions  involving  the  Company's  warrant  issuances  are  summarized  as
follows:

                                                NUMBER OF          WEIGHTED
                                                 SHARES             AVERAGE
                                                 ======          EXERCISE PRICE
                                                                 ==============
 Outstanding at March 31, 2003                  1,755,302           $   1.00
 Granted                                          327,200               1.00
 Exercised                                              -                  -
 Cancelled or Expired                            (871,600)              1.00
                                              ------------          ---------
 Outstanding at March 31, 2004                  1,210,902           $   1.00

 Granted                                        5,590,756               0.50
 Exercised                                              -                  -
 Cancelled or Expired                            (163,100)              1.00
                                              ------------          ---------
 Outstanding at March 31, 2005                  6,638,558           $   0.58

 Granted                                        1,585,663               0.52
 Exercised                                              -                  -
 Cancelled or Expired                                   -                  -
                                              ------------          ---------
 Outstanding at June 30, 2005                   8,224,221           $   0.58
                                              ============          =========

The Company granted an aggregate of 250,000  warrants to an employee in exchange
for services during the period ended June 30, 2004. These warrants became vested
6 months  and 12  months  from the date of  issuance.  The  Company  granted  an
aggregate  of 336,400  compensatory  warrants to an  employee  during the period
ended  June  30,  2005.  If  the  Company   recognized   compensation  cost  for
compensatory  warrants granted to employees in accordance with SFAS No. 123, the
Company's  pro forma net loss and net loss per share would have been  $(565,684)
and $(0.02) for the period  ended June 30, 2005 and  $(377,219)  and $(0.02) for
the period  ended June 30,  2004.  There were no  compensatory  warrants  vested
during the period ended June 30, 2004. The estimated  value of warrants  granted
and vested  during  the period  ended  June 30,  2005 was  determined  using the
Black-Scholes  option pricing model and the following  assumptions:  contractual
term of 4 years,  a risk free interest rate of 1.72%, a dividend yield of 0% and
volatility of 223%.





                                       11

<PAGE>

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

The following discussion contains forward-looking statements that are subject to
significant risks and uncertainties. There are several important factors that
could cause actual results to differ materially from historical results and
percentages and results anticipated by the forward-looking statements. The
Company has sought to identify the most significant risks to its business, but
cannot predict whether or to what extent any of such risks may be realized nor
can there be any assurance that the Company has identified all possible risks
that might arise. Investors should carefully consider all of such risks before
making an investment decision with respect to the Company's stock.

REVENUES

QUARTER ENDED JUNE 30, 2005 AND 2004

The Company's total revenues were $0 for the quarter ended June 30, 2005
compared to $35,140 for the same period ended June 30, 2004. Currently the
company's prime contracts are development oriented with regular production to
follow completion and acceptance of the final product. The development phases of
the project are billed on a milestone basis which does not conform necessarily
to a regular billing schedule. No contract billing milestones occurred during
the quarter which accounts for the difference in revenues. The Company has
capitalized the payments made to date and will record to cost of sales when
revenues are generated from the project. While this has implications for cash
flow it should not impact overall revenue goals for the Company.

During the period covered by this filling the Government did not pay any
royalties under the Government License Agreement for LinkPlus(R) Lincompex
technology. The Government is obligated to pay such royalties but is not
obligated to provide a quarterly report of delivered radios.

COSTS AND EXPENSES QUARTER ENDED JUNE 30, 2005 AND 2004

The Company's cost of sales was $0 for the quarter compared to $3,932 for the
quarter ended June 30, 2004. The Company is currently in the development phases
of its current contracts.

As a result of successful marketing efforts, the Company has experienced
significant growth in number of employees, contracts, work activities, and
expenses. The Company has worked diligently to control growth in costs and to
reduce debt while maintaining required growth. Overall, the Company's selling,
general and administrative expenses for the quarter ended June 30, 2005 was
$442,438 compared to $393,328 for the same period ended June 30, 2004, an
increase of $49,110. The following is a breakdown of the changes in expenses:

   o   Increase in salaries of $25,376,
   o   Increase in board of directors fees of $20,016
   o   Increase in travel expense of $18,302,
   o   Increased insurance costs of $10,809, and
   o   Increased other office expenses.

These increased expenses were offset by decreases in consulting and legal fees,
and reduced rent expense.

In summary, the Company's ongoing focus on reducing debt and concentrating
expenditures in areas which help to grow the Company are reflected in the
financial picture. In the current reporting period the entire increase in
expenditures relative to the prior years reporting period is due to debt
reduction, and all increases in required operating expenses were offset by
reductions in non-growth related areas.

Research and development costs were $0 for the quarter ended June 30, 2005 and
June 30, 2004. The Company is currently focused on return on past investments in
research and development through the sales of products. As the


                                       12

<PAGE>

Company moves into a cash flow positive financial position or secures additional
capital for research and development these efforts will be accelerated to take
advantage of efforts which have been put on hold but have near term potential to
generate revenue.

Interest expense was $11,060 for the quarter ended June 30, 2005 compared to
$10,770 for the same period ended June 30, 2004, resulting in an increase of
$289.

In the past, the Company has relied on the issuance of equity securities to
non-employees in exchange for services as a strategy to enhance the Company's
position in lieu of capital resources and revenues from operations. The
Company's management enters into equity compensation agreements with
non-employees if it is in the best interest of the Company under terms and
conditions consistent with the requirements of Financial Accounting Standards
No. 123, "Accounting for Stock Based Compensation." In order conserve its
limited operating capital resources, the Company anticipates continuing to
compensate non-employees for services during the next twelve months on an as
needed basis and as part of its continued debt reduction strategy. This policy
may have a material effect on the Company's results of operations during the
next twelve months.

LIQUIDITY AND CAPITAL RESOURCES

As reflected in the accompanying unaudited financial statements, the Company
incurred net losses of $473,457 and $377,219 for the quarters ended June 30,
2005 and 2004, respectively, and has an accumulated deficit of $18,161,179 as of
June 30, 2005. In addition, the Company's current liabilities exceeded its
current assets by $4,302,706 as of June 30, 2005. As a result of our operating
losses in the quarter ended June 30, 2005, we generated a cash flow deficit of
$420,546 from operating activities. Cash used in investing activities was
$35,113 during this period. We met our cash requirements during this quarter
primarily through issuance of common stock in the amount of $414,500.

While the Company has raised capital necessary to meet its working capital and
financing needs in the past, additional financing is required in order to meet
the Company's current and projected cash flow deficits from operations and
development. In the past, we have relied on the sale of our common stock to
private investors and proceeds from advances and loans from significant
shareholders. The Company maintains an open Private Placement Memorandum and
continues to explore backing from industry and financial institutions. Moreover,
as part of its cooperation agreement with Taihang Investment and Development
Company for manufacturing, Link Plus will receive capital investments tied to
production orders.

There is no assurance we will continue to receive funds from outside investors
and shareholders. We currently do not have sufficient capital resources to fund
our current level of operating activities, capital expenditures and other
obligations through the next twelve months. If we are not successful in
generating sufficient liquidity from operations or in raising sufficient capital
resources, on terms acceptable to us, this could have a material adverse effect
on our business, results of operations, liquidity, and financial condition.

As noted above, the Company is seeking financing in the form of debt or equity
in order to provide the necessary working capital. Such financing may be upon
terms that are dilutive or potentially dilutive to our stockholders. The Company
currently has no immediate commitments for financing.

The independent auditors report on the Company's March 31, 2005 financial
statements included in this report states that the Company's recurring losses
raise substantial doubts about the Company's ability to continue as a going
concern.

IMPACT OF INFLATION

The Company does not believe that inflation has had a material adverse effect on
sales or income during the past periods. Future increases in supplies or other
operating costs could adversely affect the Company's operations; however, the
Company believes it could increase prices to offset increases in costs of goods
sold or other operating costs.

OFF-BALANCE SHEET ARRANGEMENTS

The Company does not maintain off-balance sheet arrangements nor does it
participate in non-exchange traded contracts requiring fair value accounting
treatment.

                                       13

<PAGE>

NEW ACCOUNTING PRONOUNCEMENTS

In March 2005, the FASB issued FASB Interpretation (FIN) No. 47, "Accounting for
Conditional Asset Retirement Obligations, an interpretation of FASB Statement
No. 143," which requires an entity to recognize a liability for the fair value
of a conditional asset retirement obligation when incurred if the liability's
fair value can be reasonably estimated. The Company is required to adopt the
provisions of FIN 47 no later than its last quarter of fiscal 2006. The Company
does not expect the adoption of this Interpretation to have a material impact on
its consolidated financial position, results of operations or cash flows.

In May 2005 the FASB issued Statement of Financial Accounting Standards (SFAS)
No. 154, "Accounting Changes and Error Corrections, a replacement of APB Opinion
No. 20 and FASB Statement No. 3." SFAS 154 requires retrospective application to
prior periods' financial statements for changes in accounting principle, unless
it is impracticable to determine either the period-specific effects or the
cumulative effect of the change. SFAS 154 also requires that retrospective
application of a change in accounting principle be limited to the direct effects
of the change. Indirect effects of a change in accounting principle, such as a
change in non-discretionary profit-sharing payments resulting from an accounting
change, should be recognized in the period of the accounting change. SFAS 154
also requires that a change in depreciation, amortization, or depletion method
for long-lived, non-financial assets be accounted for as a change in accounting
estimate effected by a change in accounting principle. SFAS 154 is effective for
accounting changes and corrections of errors made in fiscal years beginning
after December 15, 2005. Early adoption is permitted for accounting changes and
corrections of errors made in fiscal years beginning after the date this
Statement is issued. The Company does not expect the adoption of this SFAS to
have a material impact on its consolidated financial position, results of
operations or cash flows.


ITEM 3.  CONTROLS AND PROCEDURES

CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

Disclosure controls and procedures are controls and other procedures that are
designed to ensure that information required to be disclosed by us in the
reports that we file or submit under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the Securities and
Exchange Commission's rules and forms. Disclosure controls and procedures
include, without limitation, controls and procedures designed to ensure that
information required to be disclosed by us in the reports that we file under the
Exchange Act is accumulated and communicated to our management, including our
principal executive and financial officers, as appropriate to allow timely
decisions regarding required disclosure.

EVALUATION OF DISCLOSURE AND CONTROLS AND PROCEDURES. As of the end of the
period covered by this Quarterly Report, we conducted an evaluation, under the
supervision and with the participation of our chief executive officer, of our
disclosure controls and procedures (as defined in Rules 13a-15(e) of the
Exchange Act). Based on this evaluation, our chief executive officer concluded
that our disclosure controls and procedures are effective to ensure that
information required to be disclosed by us in reports that we file or submit
under the Exchange Act is recorded, processed, summarized and reported within
the time periods specified in Securities and Exchange Commission rules and
forms.

CHANGES IN INTERNAL CONTROLS OVER FINANCIAL REPORTING. There was no change in
our internal controls, which are included within disclosure controls and
procedures, during our most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect, our internal
controls.



                                       14

<PAGE>


                           PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

None

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

During the period ended June 30, 2005, the Company issued an aggregate of 56,000
shares of common stock in exchange for common stock subscribed as of March 31,
2005 The Company issued an aggregate of 885,000 shares of common stock in
exchange for proceeds of $177,500, net of costs and fees. The Company issued an
aggregate of 262,156 shares of common stock to one of its shareholders and
directors in exchange for $38,321 of notes payable and $27,218 of unpaid accrued
interest. The director also received 262,156 warrants that expire four years
from the issuance date with an exercise price of $0.50 per share. The Company
issued an aggregate of 80,064 shares of common stock as compensation for eight
directors, valued at $0.25 per share. The Company issued an aggregate of 190,322
shares of common stock to two vendors in exchange for $9,328 of accrued expenses
and $38,252 of business operating expenses. The Company issued an aggregate of
179,106 shares of common stock in exchange for accrued salaries of $33,943 and
$10,834 of business operating expenses. These transactions were exempt from
registration pursuant to Section 4(2) of the Securities Act of 1933, as all of
the purchasers were deemed to be sophisticated with regard to an investment in
the Company's securities.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.


ITEM 5. OTHER INFORMATION

None.


ITEM 6. EXHIBITS

REGULATION
S-B NUMBER                               EXHIBIT

   3.1       Restated Certificate of Incorporation*

   3.2       Bylaws*

  10.1       U.S. Government - Patent Licensing and Release Agreement*

  10.2       Johns Hopkins University - Strategic Relationship and Licensing
             Agreement*

  10.3       Japan Radio Company - Purchase Contract*

  10.4       Johns Hopkins University - Subcontract Agreement*

  10.5       May Lam - Subscription Agreement*

  10.6       Asahi Telecom Company, Ltd. - Subscription Agreement*


                                       15
<PAGE>

REGULATION
S-B NUMBER                               EXHIBIT

  31.1       Rule 13a-14(a) Certification of Chief Executive Officer

  31.2       Rule 13a-14(a) Certification of President and Chief Operating
             Officer

  31.3       Rule 13a-14(a) Certification of Principal Financial Officer

  32.1       Section 1350 Certification of Chief Executive Officer

  32.2       Section 1350 Certification of President and Chief Operating Officer

  32.3       Section 1350 Certification of Principal Financial Officer
-------------------
*Incorporated by reference to the exhibits to the registrant's registration
statement on Form 10-SB, file number 000-50077.


                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                                      LINK PLUS CORPORATION


Dated:  August 19, 2005
                                      By: ROBERT L. JONES, JR.
                                         ---------------------------------------
                                          Robert L. Jones, Jr., Chairman and CEO




Dated:  August 19, 2005               By: PATRICIA E. JONES
                                         ---------------------------------------
                                          Patricia E. Jones, Secretary/Treasurer
                                          (Principal Financial Officer)









                                       16