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

                       ----------------------------------

                                   FORM 10-QSB

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

                  For the quarterly period ended March 31, 2005

                          Commission File No. 333-94265


                              Liska Biometry, Inc.
        -----------------------------------------------------------------
        (Exact Name of small business issuer as specified in its charter)


            FLORIDA                                       06-1562447
-------------------------------                ---------------------------------
(State or other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


                            100 Main Street Suite 230
                           Dover, Hew Hampshire, 03082
        -----------------------------------------------------------------
                    (Address of Principal Executive Offices)


                                 1 877 77 LISKA
          (Telephone number, including area code, of agent for service)


                                   Copies to:

                            Virginia K. Sourlis, Esq.
                                  The Galleria
                                 2 Bridge Avenue
                               Red Bank, NJ 07701
                                 (732) 530-9007
                               Fax (732) 530-9008
                               www.SourlisLaw.com

================================================================================

Registrant has filed all reports  required to be filed by Section 13 or 15(d) of
the Securities  Exchange Act of 1934 during the preceding 12 months and has been
subject to such filing requirements for the past 90 days. |X| Yes |_| No
<PAGE>

                      APPLICABLE ONLY TO CORPORATE ISSUERS

================================================================================

 As of March 31, 2005, we had 24,251,084 shares of our common stock outstanding.


                              LISKA BIOMETRY, INC.
                            INDEX TO QUARTERLY REPORT
                                 ON FORM 10-QSB

                                                                            Page

PART I -  FINANCIAL INFORMATION
          Item 1 - Financial Statements
                   Balance Sheet (Unaudited)                                   3
                   Statements of Operations (Unaudited)                        4
                   Statements of Cash Flows (Unaudited)                        5
                   Notes to Financial Statements                               6
          Item 2 - Management's Discussion and Analysis or Plan of Operations  7
          Item 3 - Controls and Procedures                                    15
PART II - OTHER INFORMATION
          Item 6 - Exhibits and Reports on Form 8-K                           17
          Signatures                                                          18

================================================================================


                                       2
<PAGE>

                              Liska Biometry, Inc.
                          (A Development Stage Company)
                           Consolidated Balance Sheet
                                 March 31, 2005
                                   (Unaudited)

Assets

Current assets:
   Cash                                                             $    61,408
   Prepaid expenses                                                      23,309
   Miscellaneous receivables                                              2,674
                                                                    -----------
         Total Current Assets                                            87,391
                                                                    -----------

Fixed assets, net                                                        37,339
                                                                    -----------

Other assets:
   Deposits                                                              20,667
                                                                    -----------

                                                                    $   145,397
                                                                    ===========

Liabilities and stockholders' (deficit)

Current liabilities:
   Accounts payable & accrued expenses                              $   274,644
   Due to investors                                                      85,000
                                                                    -----------
         Total current liabilities                                      359,644
                                                                    -----------

Stockholders' (deficit):
   Preferred stock, no par value,
     10,000,000 shares authorized, none outstanding                          --
   Common stock, no par value,
     100,000,000 shares authorized,
     24,251,084 shares issued and outstanding                         7,371,901
   Common stock subscriptions                                            98,250
   Additional paid in capital                                         1,333,203
   Treasury stock                                                      (200,000)
   Deferred compensation                                                (24,750)
   (Deficit) accumulated during the development stage                (8,591,520)
                                                                    -----------
                                                                       (212,916)
   Other comprehensive income:
     Currency translation adjustment                                     (1,331)
                                                                    -----------
                                                                       (214,247)
                                                                    -----------

                                                                    $   145,397
                                                                    ===========

      See the accompanying notes to the consolidated financial statements.


                                       3
<PAGE>

                              Liska Biometry, Inc.
                          (A Development Stage Company)
                      Consolidated Statements of Operations
                 Three Months Ended March 31, 2004 and 2005, and
                  Inception (August 1, 2000) to March 31, 2005
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                   Three Months    Three Months      Inception
                                                       Ended           Ended            to
                                                  March 31, 2004  March 31, 2005  March 31, 2005
                                                   ------------    ------------    ------------
<S>                                                <C>             <C>             <C>
Sales                                              $         --    $         --    $      8,000

Cost of goods sold                                           --              --             892
                                                   ------------    ------------    ------------

Gross profit                                                 --              --           7,108
                                                   ------------    ------------    ------------

Operating expenses:
   Impairment of license                                     --              --          58,812
   Non cash stock compensation                               --         292,145       7,014,718
   Selling, general and administrative expenses          50,890         299,981       1,525,348
                                                   ------------    ------------    ------------

                                                         50,890         592,126       8,598,878
                                                   ------------    ------------    ------------

(Loss) from operations                                  (50,890)       (592,126)     (8,591,770)
                                                   ------------    ------------    ------------

Other income (expense):
   Other income                                              --              --             250
                                                   ------------    ------------    ------------

Net (loss)                                              (50,890)       (592,126)     (8,591,520)

Other comprehensive income:
   Foreign currency translation adjustment                1,738          (3,603)         (1,331)
                                                   ------------    ------------    ------------


Comprehensive (loss)                               $    (49,152)   $   (595,729)   $ (8,592,851)
                                                   ============    ============    ============

Per share information - basic and fully diluted:

   Weighted average shares outstanding               15,487,462      23,942,599       6,607,097
                                                   ============    ============    ============

   Net (loss) per share                            $      (0.00)   $      (0.02)   $      (1.30)
                                                   ============    ============    ============
</TABLE>

      See the accompanying notes to the consolidated financial statements.


                                       4
<PAGE>

                              Liska Biometry, Inc.
                          (A Development Stage Company)
                      Consolidated Statements of Cash Flows
                 Three Months Ended March 31, 2004 and 2005, and
                  Inception (August 1, 2000) to March 31, 2005
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                    Thee Months    Thee Months     Inception
                                                       Ended           Ended          to
                                                     March 31,       March 31,     March 31,
                                                       2004            2005          2005
                                                    -----------    -----------    -----------
<S>                                                 <C>            <C>            <C>
Cash flows from operating activities:

Net cash (used in) operating activities             $   (42,245)   $  (218,102)   $(1,106,558)
                                                    -----------    -----------    -----------

Cash flows from investing activities:

Net cash (used in) investing activities                      --        (16,579)       (91,114)
                                                    -----------    -----------    -----------

Cash flows from financing activities:
  Capital contributions                                      --             --          8,878
  Common shares issued and subscriptions for cash        50,000         48,000      1,272,202
  Common shares repurchased for cash                         --             --       (200,000)
  Net proceeds from investor loans                           --          2,448        178,000
                                                    -----------    -----------    -----------

Net cash provided by financing activities                50,000         50,448      1,259,080
                                                    -----------    -----------    -----------

Net increase (decrease) in cash                           7,755       (184,233)        61,408

Beginning - cash balance                                    843        245,641             --
                                                    -----------    -----------    -----------

Ending - cash balance                               $     8,598    $    61,408    $    61,408
                                                    ===========    ===========    ===========

Supplemental cash flow information:
  Cash paid for income taxes                        $        --    $        --    $        --
                                                    ===========    ===========    ===========

  Cash paid for interest                            $        --    $        --    $        --
                                                    ===========    ===========    ===========
</TABLE>

      See the accompanying notes to the consolidated financial statements.


                                       5
<PAGE>

                              LISKA BIOMETRY, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 MARCH 31, 2005
                                   (UNAUDITED)

(1)   Basis Of Presentation

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with generally accepted  accounting  principles (GAAP) for interim
financial information and Item 310(b) of Regulation S-B. They do not include all
of the  information  and  footnotes  required  by GAAP  for  complete  financial
statements.  In the opinion of management,  all adjustments  (consisting only of
normal recurring adjustments)  considered necessary for a fair presentation have
been included.

The  results  of  operations  for the  periods  presented  are  not  necessarily
indicative  of the  results  to be  expected  for the  full  year.  For  further
information, refer to the financial statements of the Company as of December 31,
2004 and for the two years then ended, and the period from inception  (August 1,
2000) to December 31, 2004,  including  notes thereto  included in the Company's
Form 10-KSB.

(2)   Earnings Per Share

The Company  calculates  net income (loss) per share as required by Statement of
Financial  Accounting Standards (SFAS) 128, "Earnings per Share." Basic earnings
(loss) per share is  calculated  by dividing  net income  (loss) by the weighted
average number of common shares  outstanding  for the period.  Diluted  earnings
(loss) per share is  calculated  by dividing  net income  (loss) by the weighted
average  number  of  common  shares  and  dilutive   common  stock   equivalents
outstanding.  During  periods  when they  would be  anti-dilutive  common  stock
equivalents, if any, are not considered in the computation.

(3)   Commitments and Contingencies

During the periods  covered by these  financial  statements  the Company  issued
shares of common stock without  registration  under the  Securities Act of 1933.
Although the Company  believes that the sales did not involve a public  offering
of its  securities  and that the  Company  did  comply  with the  "safe  harbor"
exemptions from registration,  it could be liable for rescission of the sales if
such exemptions were found not to apply and this could have a material  negative
impact on the  Company's  financial  position  and  results  of  operations.  In
addition,  the  Company  issued  shares of  common  stock  pursuant  to Form S-8
registration  statements.  The  Company  believes  that  it  complied  with  the
requirements  of Form S-8 in  regard  to  these  issuances,  however  if it were
determined  that there were violations of the provisions of Form S-8 the Company
could be subject to enforcement proceedings.

During the periods  covered by these  financial  statements the Company  entered
into several  employment,  consulting and other  agreements  with third parties.
Although  the  Company  obtained  settlement  releases  from a  majority  of the
parties, settlement releases were not entered into with some of these parties or
the settlement  releases were verbal  agreements.  Future  contingencies,  which
cannot be estimated by management, may exist for the above matters including but
not limited to issuance of capital stock and other financial obligations and may
have a material negative impact on the Company's  financial position and results
of operations.

At March 31, 2005, the Company and it's  subsidiary had entered into  employment
contracts of varying  terms ending from April through  September  2005 with four
officers for annual compensation  aggregating  approximately  $250,000, of which
one contract for $53,300 was subsequently  cancelled. In addition these officers
received an aggregate of 2,630,000 shares of common stock (see Note 4). The term
of each of the contracts commences on the date the Company receives a minimum of
$100,000 in funding and  terminates one year  thereafter.  One of these officers
has also  received  options to  purchase a total of 400,000  common  shares as a
result of reaching  certain  performance  targets  during the contract term that
ends September 2005.


                                       6
<PAGE>

At March 31, 2005 the Company had entered into  consulting  contracts of varying
terms ending from January  through  September 2005 with various  consultants for
varying fees depending upon services rendered.

(4)   Stockholders' (Deficit)

During the three months ended March 31, 2005 the Company  issued  621,346 shares
of common stock which had been subscribed for at December 31, 2004.

During the three months ended March 31, 2005,  the Company issued 345,571 shares
of common stock and agreed to issue an additional 125,000 shares of common stock
for  services  including  services  rendered  or  to  be  rendered  pursuant  to
employment and consulting contracts. The shares were valued at their fair market
value of $179,478 all of which has been charged to operations. A further $42,667
previously recorded as deferred  compensation and $70,000  representing the fair
value of options  issued to a consultant at December 31, 2004 has been amortized
to operations during the period.

During  the three  months  ended  March 31,  2005,  the  Company  also  accepted
subscriptions for 160,000 shares of common stock for cash aggregating $48,000.

During the period ended March 31, 2005, the Company  issued  650,000  options to
purchase common shares at an exercise price of $.39 per share.

SFAS 123  requires the Company to provide  proforma  information  regarding  net
income and earnings per share as if  compensation  cost for the Company's  stock
option plans had been  determined in accordance with the fair value based method
prescribed  in SFAS 123. The fair value of the option grants is estimated on the
date of  grant  utilizing  the  Black-Scholes  option  pricing  model  with  the
following weighted average  assumptions for grants during the period ended March
31, 2005:  expected  life of options of 10 years,  expected  volatility of 208%,
risk-free  interest rate of 3% and no dividend yield.  The weighted average fair
value at the date of grant for options granted during the period ended March 31,
2005  approximated  $.39 per option.  These results may not be representative of
those to be expected in future years.

Under the  provisions  of SFAS 123, the Company's net income (loss) and earnings
(loss) per share would have been reduced  (increased)  to the pro forma  amounts
indicated below for the period ended March 31, 2005:

Net (loss)
      As reported                      $(592,126)
      Pro forma                        $(655,126)
Basic and diluted (loss) per share
      As reported                          $(.02)
      Pro forma                            $(.03)


                                       7
<PAGE>

A summary of stock option activity is as follows:

<TABLE>
<CAPTION>
                                                                   Weighted      Weighted
                                                                   average        average
                                                     Number        exercise        fair
                                                   of shares        price          value
                                                   ---------      ---------      ---------
<S>                                                <C>            <C>            <C>
      Balance at December 31, 2004                    350,000     $     .64      $    1.00
            Granted                                   650,000     $     .39      $     .39
            Exercised/Forfeited                           --
                                                   ---------
      Balance at March 31, 2005                    1,000,000
                                                   =========
</TABLE>

The following table summarizes  information  about  fixed-price stock options at
March 31, 2005:

<TABLE>
<CAPTION>
                                          Outstanding
                          Weighted          Weighted         Weighted-
                          Average           Average           Average                 Exercisable
        Exercise           Number         Contractual        Exercise            Number          Exercise
         Prices         Outstanding           Life             Price          Exercisable          Price
      ------------      ------------      ------------      ------------      ------------      ------------
<S>                     <C>               <C>               <C>               <C>               <C>
      $.39                   650,000          10 years      $        .39                --      $        .39
      $.64 to $.65           350,000          10 years      $        .64           350,000      $       1.00
</TABLE>

(5)   Basis of Reporting

The Company's financial statements are presented on a going concern basis, which
contemplates  the  realization of assets and  satisfaction of liabilities in the
normal course of business.

The Company has  experienced a significant  loss from  operations as a result of
its investment  necessary to achieve its operating plan,  which is long-range in
nature.  For the three months ended March 31, 2005 and the period from inception
to March 31, 2005,  the Company  incurred net losses of $592,126 and  $8,591,520
respectively  and has working capital and  stockholder  deficits of $272,253 and
$214,247 respectively at March 31, 2005. In addition, the Company has no revenue
generating operations.

The  Company's  ability to continue as a going  concern is  contingent  upon its
ability to attain profitable operations and secure financing.  In addition,  the
Company's  ability to continue as a going concern must be considered in light of
the problems, expenses and complications frequently encountered by entrance into
established  markets  and the  competitive  environment  in  which  the  Company
operates.

The Company is pursuing equity  financing for its operations.  Failure to secure
such financing or to raise  additional  capital or borrow  additional  funds may
result in the Company  depleting its available  funds and not being able pay its
obligations.

The financial  statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.


                                       8
<PAGE>

(6)   Subsequent Events

During April 2005 the Company issued  options to purchase  295,000 shares of its
common  stock  for a period  of ten  years  at a price of $.32 per  share to six
employees  for services  rendered.  These options vest one year from the date of
issuance.

During  April 2005 and May 2005,  the Company  issued  281,818  shares of common
stock for cash  aggregating  $80,000 and 178,333  shares of common  stock with a
fair  value of  $59,567  for  services  rendered.  In  addition  160,000  shares
subscribed for cash at March 31, 2005 for $48,000 were issued.

During April 2005, the Company  renewed  employment  contracts with two officers
for annual compensation  aggregating  approximately $175,000. In addition, these
officers  are to receive an  aggregate  of 200,000  shares of common  stock upon
signing,  550,000  shares of  restricted  common stock and 550,000 stock options
pursuant to performance  milestones.  The terms of the contracts commence on the
date the Company  receives a minimum of $2,000,000 in funding and terminates one
year thereafter.

During May 2005 the Company filed a Form S-8 registration  statement registering
a total of 635,000  shares of common stock to be issued  pursuant to  employment
and consulting contracts.

================================================================================

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

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This report contains "forward-looking"  statements within the meaning of Section
27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act
of 1934 and is subject to the safe harbor created by those  sections.  We intend
to  identify  forward-looking  statements  in this report by using words such as
"believes,"  "intends," "expects," "may," "will," "should," "plan," "projected,"
"contemplates," "anticipates," "estimates," "predicts," "potential," "continue,"
or similar  terminology.  These statements are based on the Company's beliefs as
well as assumptions the Company made using  information  currently  available to
us. The  Company  undertakes  no  obligation  to  publicly  update or revise any
forward-looking  statements,  whether  as a result  of new  information,  future
events,  or otherwise.  Because these statements  reflect the Company's  current
views concerning future events,  these statements involve risks,  uncertainties,
and assumptions. Actual future results may differ significantly from the results
discussed in the  forward-looking  statements.  These risks  include  changes in
demand for the Company's  products,  changes in the level of operating expenses,
changes in  general  economic  conditions  that  impact  consumer  behavior  and
spending, product supply, the availability,  amount, and cost of capital for the
Company and the Company's use of such capital, and other risks discussed in this
report.  Additional  risks that may affect our  performance  are discussed under
"Risk  Factors  Associated  with Our Business" in our Form 10-KSB for the fiscal
year ended December 31, 2004.  Readers are cautioned not to place undue reliance
on the  forward-looking  statements  contained in this  report.  We disclaim any
obligation to update forward-looking  statements. All references to "we", "our",
"us",  of  refer  to  Liska  Biometry,  Inc.,  and  it  predecessors,  operating
divisions, and subsidiaries.


                                       9
<PAGE>

CRITICAL ACCOUNTING POLICIES

There were no changes to the Company's critical accounting policies in the first
quarter  of  2005.  Critical  accounting  policies  are  those  applications  of
accounting   principles  or  practices  that  require   considerable   judgment,
estimation, or sensitivity analysis by management.

================================================================================

PLAN OF OPERATIONS

We plan to accomplish  the following in our Plan of Operations  over a period of
12 months.  At the present  time we do not have  sufficient  cash  resources  to
conduct our Plan of  Operations.  We have not had  sufficient  cash resources to
conduct  our  Plan of  Operations  since we  adopted  our new  business  plan of
fingerprint  encoding and authentication.  Therefore,  our Plan of Operations is
contingent  upon  receiving  adequate  financing to meet costs of $2,791,000 and
will not commence until we receive such financing.

Our Plan of Operations (on a consolidated basis) to Date:

RESEARCH AND DEVELOPMENT

In January 2003 we developed a preliminary  demonstration  model of our proposed
fingerprint  technology,  which  provided  only a  conceptual  guide for  future
development.  We continued  our  development  throughout  2003 and  attempted to
improve our core technology and implement changes in our core software; however,
most of our development  occurred from September 2004 to March 2005, in which we
made further changes to our core software. As reflected below in our Future Plan
of Operations,  we will continue to develop our core technology pending adequate
financing.

DEVELOPED SOFTWARE ALGORITHMS

Using third party  live-scan  fingerprint  scanners,  we can now demonstrate the
proof  of  concept  of  our  proprietary  software  concepts,  illustrating  the
differentiating  features  of  embedded  software  algorithms  -  that  is,  the
capability to measure the stable  content of a fingerprint  image and to express
it as a short numeric  output.  A final workable  prototype  model is contingent
upon us receiving financing,  which we may be unable to obtain. We have expended
approximately $6,000 for the aforementioned.

APPOINTED EXECUTIVE MANAGEMENT TEAM

We have filled the following executive  management positions to our consolidated
operation:

                                                       Annual Salary
                  Position                         (Consolidated Basis)

                Chief Executive                           $90,000

      Chief Financial Officer and President               $85,000
         of Liska Biometry (Canada) Inc.

We estimate  that our annual salary  expenditures  for these  positions  will be
$175,000.


                                       10
<PAGE>

CAPITAL EXPENDITURES

We have purchased capital equipment for our research and development and general
operations,  which  consists  primarily  of computer  hardware.  We estimate the
remaining cost of our needed equipment to be approximately $78,500.

HIRED VICE PRESIDENT OF PRODUCT OPERATIONS

We have hired one  individual  who is  responsible  for the  product  operations
oversight of the Company.  The annual salary costs associated with this position
is approximately $70,000.

HIRED A CHIEF SOFTWARE ARCHITECT

We have hired an  individual  who is  responsible  for leading the  research and
development of the Company's intellectual property and core software algorithms

The annual salary costs associated with this position is approximately $65,000.

HIRED A CHIEF ENGINEER

We have hired an individual who is responsible for  implementing  the technology
integration and designing the Company's product applications.

The annual salary costs associated with this position is approximately $65,000.

HIRED HUMAN RESOURCE MANAGER

We   have   hired   one   individual   who  is   responsible   for   all   human
resource/administrative functions of the Company.

The annual salary costs associated with this position is approximately $50,000.

HIRED A FINANCIAL CONTROLLER/ SENIOR FINANCIAL ADVISOR

We have hired one  individual on a part-time  basis who is  responsible  for the
financial  accounting,  audit procedures and the internal  financial controls as
well as advising the executive  management  on the  financial  management of the
Company.

The annual salary costs associated with this position is approximately $60,000.

HIRED ENGINEERING TEAM

We have hired individuals to fill the following positions:

      o     Senior Technical Support Engineer
      o     Senior Security Systems Engineer
      o     Network Communication and Security Development Engineer
      o     Senior Software Programmer
      o     One part-time programmer

The estimated annual salary cost associated with these positions is $238,000.


                                       11
<PAGE>

HIRED A SENIOR VICE-PRESIDENT OF OPERATIONS AND DIRECTOR OF BUSINESS DEVELOPMENT

We hired an individual who is responsible for  implementing  the US-based sales,
marketing,  and business development initiatives of the Company and implementing
operational  strategies  in concert  with the CEO and CFO of the  Company.  This
individual  oversees the operational  implementation  of the Company's  business
plan and manages its US-based operational units.

The estimated annual salary costs associated with this position is approximately
$70,000.

HIRED A BOOKKEEPER

We  hired  an  individual  on a  part-time  basis  who is  responsible  for  the
day-to-day bookkeeping and financial upkeep of the Canadian Company

The estimated annual salary costs associated with this position is approximately
$24,000.

HIRED AN ADMINISTRATOR

We hired an individual to be responsible for all of the administrative functions
at the Company's head office in Dover, New Hampshire.

The estimated annual salary costs associated with this position is approximately
$40,000.

Our Future Plan of Operations:

HIRE A DIRECTOR OF TECHNICAL SERVICES

We plan to hire an individual who will be responsible for implementing technical
strategies in concert with the Director of Business Development. This individual
will support the U.S. business development team

The estimated annual salary costs associated with this position is approximately
$55,000.

HIRE A CHIEF TECHNOLOGY OFFICER

We plan to hire an individual who will be responsible  for overseeing all of the
Company's R&D functions at its facilities in Ottawa, Canada.

The estimated annual salary costs associated with this position is approximately
$50,000.

HIRE AN ADMINISTRATOR

We  plan  to  hire  an  individual  who  will  be  responsible  for  all  of the
administrative functions at the Company's R&D facilities in Ottawa, Ontario.

The estimated annual salary costs associated with this position is approximately
$27,500.

HIRE TWO ADDITIONAL SENIOR PROGRAMMERS

We plan to hire two individuals who will be responsible for programming code.

The  estimated  annual  salary  costs  associated  with these two  positions  is
approximately $60,000.


                                       12
<PAGE>

GENERAL & ADMINISTRATIVE EXPENSES

We intend to expend  funds for  general  and  administrative  expenses  such as:
insurance expense,  rent expense,  legal expenses,  professional fees, telephony
and internet access, travel & entertainment, payroll expenses, professional fees
and offices expenses.

The estimated annual costs  associated with these  expenditures is approximately
$857,000

DEVELOP AND INITIATE MARKETING EFFORT

Our Director of Business  Development will survey the key markets and customers,
and use systems, planning initiatives and oversight bodies to develop a strategy
for market  penetration.  Generally  this  strategy  will include  targeting the
following market segment verticals:

      o     Government  Sector  -  national  identification  programs,  driver's
            licenses
      o     Travel and Transportation - visas, travel documentation
      o     Financial  Sector- bank account access
      o     Foreign Security Markets - Europe, Middle East, Africa
      o     Transportation Industry - North America

Marketing  expenditures  will  focus  on the  broad  dissemination  of our  test
results. We will attempt to increase our market recognition, provide promotional
sampling of our  products and target key  customers.  We will attempt to develop
strategic partners to collaborate on our marketing and technological integration
efforts. Such strategic partners may include the following:

      o     Fingerprint biometrics hardware system vendors;
      o     Systems Integrators, defense contractors
      o     Original Equipment Manufacturers (OEMs), Channel Partners
      o     Other  distribution  channels  that target  military and  commercial
            security markets.

In addition,  we will acquire other market  information  and contacts by joining
key  industry  group  and  hiring  industry  analysts,  attending  trade  shows,
traveling to meet potential clients/partners and designing print media/web based
promotional strategies. The annual cost associated with this marketing effort is
approximately $405,000.

EXPAND OUR PRODUCT APPLICATIONS INITIATIVES AND RESEARCH AND DEVELOPMENT

We will continue to develop our initial proprietary  software  algorithms,  with
several  iterations  planned  for 2005.  Our goal in this regard is to reach the
proof of concept stage,  illustrating the differentiating  features of these new
embedded  software  algorithms,  focusing  on  real-time  fingerprint  biometric
database  search.   The  annual  cost  associated  with  expanding  the  product
application and R&D functions is approximately $385,000.


                                       13
<PAGE>

SUMMARY OF ESTIMATED COSTS

--------------------------------------------- -------------
Executive Management                          $     175,000
--------------------------------------------- -------------
Capital Expenditures                                 78,500
--------------------------------------------- -------------
VP Product Operations                                70,000
--------------------------------------------- -------------
Chief Software Architect                             65,000
--------------------------------------------- -------------
Chief Engineer                                       65,000
--------------------------------------------- -------------
Develop Software Algorithms                           6,000
--------------------------------------------- -------------
Human Resource Manager                               60,000
--------------------------------------------- -------------
Financial Controller/Sr. Financial Advisor           60,000
--------------------------------------------- -------------
Engineering Team                                    238,000
--------------------------------------------- -------------
Director of Business Development                     70,000
--------------------------------------------- -------------
Bookkeeper                                           24,000
--------------------------------------------- -------------
Administration Team                                  67,500
--------------------------------------------- -------------
Director of Technical Services                       55,000
--------------------------------------------- -------------
Initiate Marketing Effort                           405,000
--------------------------------------------- -------------
Chief Technology Officer                             50,000
--------------------------------------------- -------------
Senior Programmers                                   60,000
--------------------------------------------- -------------
General & Administrative                             857000
--------------------------------------------- -------------
Expand Product Application Initiatives               385000
--------------------------------------------- -------------

--------------------------------------------- -------------
TOTAL                                         $   2,791,000
--------------------------------------------- -------------

================================================================================

REVENUES

We cannot  determine  whether our  revenues,  if any, will ever be sufficient to
produce a positive  cash flow or result in net  profits.  You  should  carefully
consider the discussion appearing below under "Liquidity and Capital Resources".
We earned no revenues during Fiscal Year 2004 or in connection with our business
plan of  fingerprint  encoding  and  authentication.  We do not  expect  to earn
significant  operating  revenues  in the  foreseeable  future.  Our  losses  are
expected to continue,  principally as a result of our estimated  expenditures of
$960,900, as reflected above.

================================================================================

LIQUIDITY AND CAPITAL RESOURCES

As of March 31, 2005, we had limited cash  resources of only $61,408.  We do not
have any other  internal  sources of working  capital.  We did not  receive  any
revenues  during our Fiscal Year 2004 or in our first quarter of 2005. We do not
anticipate  earning  revenues  until  such  time  that we  obtain  financing  to
implement  our Plan of  Operations,  if ever.  Even if we  complete  our Plan of
Operations,  there  are no  assurances  that  we  will  successfully  develop  a
marketable product.

During  Fiscal Year 2004 and our first quarter of 2005,  our operating  expenses
have  exceeded our  revenues,  which has been $0. We have  insufficient  working
capital to fund our planned growth and ongoing operating expenses.  As a result,
we expect to continue to experience significant negative operating cash flow for
the foreseeable  future.  Our existing working capital will not be sufficient to
fund the continued  implementation  of our Plan of Operations during the next 12
months and to meet our general operating expenses.  If we do not have sufficient
working  capital  to  implement  our  Plan of  Operations,  we may have to cease
operations.


                                       14
<PAGE>

We have no alternative  Plan of Operations.  In the event that we do not receive
financing,  if our financing is inadequate or if we do not adequately  implement
an alternative Plan of Operations that enables us to conduct  operations without
having received  adequate  financing,  we may have to liquidate our business and
undertake any or all of the following actions:

      o     Sell or dispose of our assets, if any;
      o     Pay our liabilities in order of priority,  if we have available cash
            to pay such liabilities;
      o     If any cash remains after we satisfy  amounts due to our  creditors,
            distribute any remaining cash to our shareholders in an amount equal
            to the net market value of our net assets;
      o     File a Certificate of Dissolution with the State of Florida dissolve
            our corporation and close our business; and
      o     Make the  appropriate  filings  with  the  Securities  and  Exchange
            Commission  so that we will no longer be required  to file  periodic
            and  other  required   reports  with  the  Securities  and  Exchange
            Commission, if, in fact, we are a reporting company at that time

Based  upon our  current  assets,  however,  we will not  have  the  ability  to
distribute any cash to our shareholders.

If we have any  liabilities  that we are  unable to satisfy  and we qualify  for
protection  under  the  U.S.  Bankruptcy  Code,  we  may  voluntarily  file  for
reorganization  under Chapter 11 or  liquidation  under Chapter 7. Our creditors
may also file a Chapter 7 or Chapter 11  bankruptcy  action  against  us. If our
creditors or we file for Chapter 7 or Chapter 11 bankruptcy,  our creditors will
take priority over our  shareholders.  If we fail to file for  bankruptcy  under
Chapter 7 or Chapter 11 and we have  creditors,  such  creditors  may  institute
proceedings against us seeking forfeiture of our assets, if any.

We do not know and cannot  determine  which, if any, of these actions we will be
forced to take.

If any of these foregoing events occur, you could lose your entire investment in
our shares.

There is  substantial  doubt about our ability to continue as a going concern as
we have suffered recurring losses from operations and have no established source
of revenue.  Accordingly,  our  independent  auditors  included  an  explanatory
paragraph  in  their  report  on our  December  31,  2004  financial  statements
regarding  concerns  about our  ability  to  continue  as a going  concern.  Our
financial   statements  contain  additional  note  disclosures   describing  the
circumstances that lead to this disclosure by our independent auditors.

================================================================================

Item 3 Controls and Procedures

We maintain and are currently undertaking actions to improve disclosure controls
and procedures  designed to ensure that information  required to be disclosed in
reports  filed  under  the  Securities  Exchange  Act of 1934,  as  amended,  is
recorded, processed,  summarized and reported within the specified time periods.
As of the end of the period  covered by this  report,  the  Corporation's  Chief
Executive  Officer and Chief  Financial  Officer  ("CEO and CFO")  evaluated the
effectiveness of the Corporation's disclosure controls and procedures.  Based on
the evaluation, our CEO and CFO have discovered a potential material weakness in
our disclosure controls as they relate to the documents  supporting the issuance
of equity securities. Our CEO and CFO believe that the weaknesses did not affect
the reporting or  disclosure in our annual or quarterly  reports due to controls
put in place during the current quarter and compensating  controls,  such as the
detailed  review of these areas  subsequent to the time at which the  agreements
were  entered  into and  during  the  preparation  of our  quarterly  and annual
reports.


                                       15
<PAGE>

      These  weaknesses are currently  being addressed and actions are currently
being taken to improve our disclosure  controls and procedures;  and our CEO and
CFO have concluded that our disclosure  controls and  procedures,  combined with
compensating  controls are effective as of the end of the period covered by this
report in that  information  required  to be  disclosed  in this  10KSB has been
recorded, processed,  summarized and reported properly within the current fiscal
year.  Although  there was a change in our  disclosure  controls and  procedures
during the quarter, there were no changes in our internal control over financial
reporting  that  occurred  during  our most  recent  fiscal  quarter  that  have
materially affected, or are reasonably likely to materially affect, our internal
control over financial reporting.

      The  following is a summary of the weakness and  deficiency  that has been
identified and addressed:

      o     Deficiency  related to the  documentation,  review and  approval  of
            certain  sales  under  a  Regulation  S sale  of  securities  by our
            authorized  broker/dealer  agents.  At our most recent year-end,  we
            identified a deficiency in controls related to documentation, review
            and  approval  of  sales  made  under  a  series  of   Regulation  S
            transactions.  Such deficiencies resulted in our inability to obtain
            supporting  documentation  confirming  the  investor's  intention to
            subscribe to the shares sold despite having  received the funds from
            the broker/agent  and despite having the certificates  issued by our
            transfer  agent.  This  deficiency  did not  exist  for the  private
            placements affected during the year.

      As a result of the findings above,  we have  implemented and will continue
to implement the following actions:

      o     We have  appointed a part-time  financial  controller to support the
            preparation of financial statements and reports to be filed with the
            SEC.

      o     We are establishing  procedures to improve our review and processing
            of non-accounting documentation and contracts, and specifically will
            require  adequate  documentation be provided  concurrently  with any
            future share subscriptions, regardless of type.

      o     We  intend  to  periodically  review  our  internal  procedures  and
            controls to ensure additional  enhancements to our internal controls
            are installed as necessary to meet our  operational  needs.  Outside
            consultants  will be engaged to advise  our  management  as areas of
            concern are identified.

      o     We intend to establish a Code of Ethics.

      Our management is committed to a sound internal  control  environment.  We
believe we have committed adequate  resources to the aforementioned  reviews and
remedies.  We believe that we have addressed the issue identified  above, and we
believe  that we are in the  process of further  improving  our  infrastructure,
personnel,  processes  and  controls  to help ensure that we are able to produce
accurate  disclosures  and  financial  statements  with  appropriate  supporting
documentation on a timely basis.

================================================================================


                                       16
<PAGE>

                            PART II OTHER INFORMATION

Item 2 Changes in Securities

During March 2005, we issued 345,571 shares for services  pursuant to employment
contract milestones and conditions.
During April 2005, we issued 178,333 shares for services rendered.
During May 2005,  we issued  635,000  shares for services  rendered  pursuant to
employment contract milestones and conditions.

The Company  sold the  following  unregistered  securities  following  the three
months ended March 31, 2005:

Date of       Description of         Number of          Purchase
Issuance      Securities Issued      Shares Issued      Price

4/11/2005     Common shares          35,000             $10,500
4/11/2005     Commons shares         75,000             $22,500
4/11/2005     Common shares          50,000             $15,000
4/11/2005     Common Shares          100,000            $30,000
5/5/2005      Common Shares          181,818            $50,000

The  issuance  of these  securities  is claimed to be exempt  from  registration
pursuant  to  Section  4(2)  of the  Securities  Act of  1933,  as  amended,  as
transactions by an issuer not involving a public offering.

Item 6 Exhibits and Reports on Form 80K

(a)   Exhibits


EXHIBIT
NUMBER      DESCRIPTION OF EXHIBIT
-------     ----------------------

3.1         Articles of Incorporation (1)

3.2         By-Laws (2)

31.1        Certification of Chief Executive  Officer pursuant to Rule 13a-14(a)
            and Rule 15d-14(a),  promulgated under C the Securities Exchange Act
            of 1934, as amended.

31.2        Certification of Chief Financial  Officer pursuant to Rule 13a-14(a)
            and Rule 15d-14(a),  promulgated under C the Securities Exchange Act
            of 1934, as amended.

32.1        Certification  of Chief  Executive  Officer  pursuant  to 18  U.S.C.
            Section  1350,  as  adopted   pursuant  to  C  Section  906  of  the
            Sarbanes-Oxley Act of 2002.

32.2        Certification  of Chief  Financial  Officer  pursuant  to 18  U.S.C.
            Section  1350,  as  adopted   pursuant  to  C  Section  906  of  the
            Sarbanes-Oxley Act of 2002.


                                       17
<PAGE>

------------
(1)   Denotes  previously  filed  exhibits:  filed on  January 7, 2000 with 3045
      Corporation's Form SB-2 registration statement, file # 333-94265.

(2)   Denotes  previously  filed  exhibits:  filed on May 30,  2003  with  Liska
      Biometry, Inc.'s Form 10-KSB for the period ended December 31, 2001.

We hereby incorporate the following additional  documents by reference:  (a) our
Form  10-KSB for the year ended  December  31, 2004 which was filed on April 21,
2005,  December 31, 2003,  which was filed on April 7, 2004, for the year, ended
December 31, 2002,  which was filed on July 28,  2003;  and for the year,  ended
December  31,  2001  which  was  filed  on May 30,  2003;  (b) our  Registration
Statement on Form SB-2 and all amendments  thereto which was filed on January 7,
2000 and amended on February 8, 2000,  March 1, 2000,  March 14, 2000,  April 3,
2000,  and April 4, 2000;  (c) our Forms 10-QSB for the periods  ended March 31,
2004  which was filed on May 19,  2004;  September  30,  2003 which was filed on
November 14, 2003;  June 30, 2003 which was filed on August 15, 2003;  March 31,
2003 which was filed on August 15, 2003;  September  30, 2002 which was filed on
July 28,  2003;  June 30, 2002 which was filed on May 30,  2003;  March 31, 2002
which was filed on May 30, 2002; June 30, 2001 which was filed on April 4, 2002;
September  30,  2001 which was filed on April 4, 2002;  March 31, 2001 which was
filed on May 21, 2001;  August 31, 2000 which was filed on  September  15, 2000;
May 31, 2000 which was filed on June 20,  2000;  and February 29, 2000 which was
filed on April 14, 2000.

================================================================================

SIGNATURES

      Pursuant to the  requirements of Section 12 of the Securities and Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                                  LISKA BIOMETRY, INC.

                                                  Dated: May 13, 2005


                                                  By: /s/ Christopher J. LeClerc
                                                  ------------------------------
                                                  Christopher J. LeClerc
                                                  President and CEO
                                                  (Principal Executive Officer)


                                                  By: /s/ Manoj Hippola
                                                  ------------------------------
                                                  Manoj Hippola
                                                  Chief Financial Officer
                                                  (Principal Accounting Officer)


                                       18