U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB
                                   (Mark One)

|X|   Quarterly report pursuant to Sections 13 or 15(d) of the Securities
      Exchange Act of 1934

                  For the quarterly period ended June 30, 2005

|_|   Transition report pursuant to Sections 13 or 15(d) of the Securities
      Exchange Act of 1934

        For the transition period from _______________ to _______________

                        Commission File Number:000-32341

                            TOP Group Holdings, Inc.

        (Exact Name of Small Business Issuer as Specified in Its Charter)



         Delaware                                               84-1485082
--------------------------------                             ------------------
(State or Other Jurisdiction of                               (I.R.S. Employer
Incorporation or Organization)                               Identification No.)


                1398 Monterey Pass Road, Monterey Park, CA 91754
          (Address of Principal Executive Offices, Including Zip Code)

                                 (323) 261-1888
                (Issuer's Telephone Number, Including Area Code)

  The number of shares outstanding of our Common Stock, $0.0001 par value per
               share, as of June 30, 2005, was 7,000,000 shares.

           Transitional Small Business Disclosure Format (check one):

                                 Yes |_| No |X|


<PAGE>




                            TOP Group Holdings, Inc.



                              INDEX TO FORM 10-QSB

                                                                            PAGE

PART I.  Financial Information

Item 1.  Financial Statements..................................................2

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

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

PART II. Other Information

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds...........3

Item 4.  Submission of Matters to a Vote of Security Holders...................3

Item 6.  Exhibits and Reports on Form 8-K .....................................4

SIGNATURES ....................................................................5

CERTIFICATIONS.................................................................6




<PAGE>



                          PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

For the Company's response to this item, please refer to the Financial
Statements annexed pages F-1 to F-6 of this Form 10-QSB.

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

This Quarterly Report on Form 10-QSB contains statements that may constitute
"forward-looking statements" within the meaning, and made pursuant to the Safe
Harbor provisions, of the Private Securities Litigation Reform Act of 1995. Such
statements are based on management's current expectations and are subject to a
number of risks and uncertainties, including, but not limited to, the difficulty
inherent in operating an early-stage company in a new and rapidly evolving
market, market and economic conditions, the impact of competitive products,
product demand and market acceptance risks, changes in product mix, costs and
availability of raw materials, fluctuations in operating results, delays in
development of highly complex products, risk of customer contract or sales order
cancellations and other risks detailed from time to time in our filings with the
Securities and Exchange Commission (the "SEC"). These risks and uncertainties
could cause our actual results to differ materially from those described in the
forward-looking statements. Any forward-looking statement represents our
expectations or forecasts only as of the date it was made and should not be
relied upon as representing its expectations or forecasts as of any subsequent
date. Except as required by law, we undertake no obligation to correct or update
any forward-looking statement, whether as a result of new information, future
events or otherwise, even if our expectations or forecasts change.

The following discussion and analysis should be read in conjunction with the
financial statements, related notes and other information included in this
Quarterly Report on Form 10-QSB, as well as in conjunction with the consolidated
financial statements and the related notes. The financial statements have been
prepared in accordance with US Generally Accepted Accounting Principles, or
GAAP.

Background

On January 16, 2003, we engaged in the Change in Control, whereby TOP Group New
York purchased 4,400,000 shares of the Company's common stock from H. Daniel
Boone, who was then President and Chairman of our board of directors. Right
after the purchase, TOP Group New York owned 88% of our outstanding capital
stock.

Ninety-five percent of the capital stock of TOP Group New York is held by Song
Ru-hua. Mr. Song is the founder of TOP Group China, a privately owned,
China-based hi-tech conglomerate specializing in computer software, computer
hardware, LED display systems, network technology, applied electronics,
communications technology and IT education. Starting in 2004, Mr. Song has been
involved directly with the day-to-day operation of this corporation.

Prior to the Change in Control, our purpose was to investigate opportunities to
be acquired by a company that desired to be registered under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). Since the Change in
Control, we have no longer pursued this objective.

In the second quarter of 2005, we decided to commence a chain of member-only
stores in locations with large Chinese immigrant populations, offering Chinese
culture-related merchandise such as books, pre-recorded CDs, stationery, gifts,
and sports goods. The Company has leased two locations in Temple City of
California and San Francisco of California to open stores. The Company is also
in the process of creating an online presence where customers can purchase these
items. The principal shareholder, RU-HUA SONG, has contributed $250,000 in
consideration for 2,000,000 common shares (restricted) to use as working capital
to commence the operation

At the special meeting in March of 2003, our stockholders approved a change in
our state of incorporation from Colorado to Delaware. Later in March, our
stockholders approved a change in our name from Quixit, Inc. to TOP Group
Holdings, Inc.

At a special meeting on January 21, 2005, our stockholders elected Song Ru-hua,
Fang Ye and Zhou Tao to serve as our directors, who then proceeded to elect Song
Ru-hua as President and Principal Executive Officer, Zhou Zong-zheng as
Treasurer and Principal Financial & Accounting Officer, and Wu Hai as Secretary.
At that time, the shareholders also adopted and approved a restatement to the
company's Certificate of Incorporation to, among other things, reflect prior
amendments and re-appointed the Company's independent public accountant, Michael
Johnson & Co., LLC of Denver, Colorado.



                                        1
<PAGE>

A. PLAN OF OPERATIONS

In the second quarter of 2005, we decided to commence a chain of member-only
stores in locations with large Chinese immigrant populations, offering Chinese
culture-related merchandise such as books, pre-recorded CDs, stationery, gifts,
and sports goods. The Company has leased two locations with a total of 9,000
square feet retail space in Temple City of California and San Francisco of
California. These two stores are up & running in the second half of July 2005.
The Company is also in the process of creating in the third quarter of 2005 an
online presence where customers can purchase these items. The principal
shareholder, RU-HUA SONG, has contributed $250,000 in consideration for
2,000,000 common shares (restricted) to use as working capital to commence the
operation.

Results of Operations for the Six Months Ended June 30, 2005 Compared to the Six
Months Ended June 30, 2004.

We had had no operations or revenues during the six months ended June 30, 2004
or 2005. We incurred $ 15,199 in expenses in the six months ended June 30, 2005,
compared to none in the six months ended June 30, 2004. We had a net loss in the
six months ended June 30, 2005 of $15,199, compared to none in the six months
ended June 30, 2004.

B. LIQUIDITY AND CAPITAL RESOURCES

As of June 30, 2005, we had about $191558 in operating capital. If the revenue
stream and the cash flow from those two stores are not up to our expectation, we
may continue to rely upon advances or loans from shareholders to pay our
expenses. However, we have no commitments from any person for advances or loans.

We incurred a loss of $15,199 from operations for the six months ended June 30,
2005, and losses are expected in the future as well. This does raise substantial
doubt about our ability to continue as a going concern. Our plans include
seeking additional capital and/or debt financing. There is no guarantee that
additional capital and/or debt financing will be available when and to the
extent required, or that if available, it will be on terms acceptable to us. Our
financial statements do not include any adjustments that might result from the
outcome of this uncertainty.

Item 3. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

      Based on their evaluation as of June 30, 2005, our chief executive
officer and chief financial officer have concluded that our disclosure controls
and procedures (as defined in Rules 13a-l5(e) and 15d-15(e) under the Securities
Exchange Act of I 934, as amended) were effective to ensure the information
required to be disclosed by us in reports that we file or submit under the
Securities Exchange Act of 1934 is recorded, processed, summarized and reported
within the time periods specified in the SEC' s rules and forms.

Management`s Report on Internal Control over Financial Reporting

      Our management is responsible for establishing and maintaining adequate
internal control over financial reporting, as such term is defined in Exchange
Act Rules 13a- 15(f) and l5d-15(f). Under the supervision and with the
participation of our management, including our Chief Executive Officer and Chief
Financial Officer, we conducted an evaluation of the effectiveness of our
internal control over financial reporting as of June 30, 2005. in making this
assessment, our management used the criteria set forth by the Committee of
Sponsoring Organizations of the Treadway Commission (COSO) in Internal
Control-Integrated Framework. Our management has concluded that, as of March 31,
2005, our internal control over financial reporting was effective based on these
criteria.

Changes in Internal Control over Financial Reporting

      There were no changes in our internal control over financial reporting
during the quarter ended June 30, 2005 that have materially affected, or are
reasonably likely to materially affect our internal control over financial
reporting.

Inherent Limitations on Effectiveness of Controls

      Our management, including our chief executive officer and chief financial
officer, does not expect that our procedures or our internal controls will
prevent or detect all error and all fraud. An internal control system, no matter
how well conceived and operated, can provide only reasonable, not absolute,
assurance that the objectives of the control system are met. Because of the
inherent limitations in all control systems, no evaluation of our controls can
provide absolute assurance that all control issues and instances of fraud, if
any, have been detected.


                           PART II. OTHER INFORMATION

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

During the three months ended June 30, 2005, we had an unregistered sale of
2,000,000 shares to Ru-Hua Song, the principal shareholder, for $250,000. The
proceeds have been utilized as our working capital to open up two retail stores.
Please refer to Plan of Operation of ITEM 2 - Management's Discussion and
Analysis of Plan of Operation.

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

On January 21, 2005, by written consent, our shareholders elected Song Ru-hua,
Fang Ye and Zhou Tao to serve as our directors, who then proceeded to elect Song
Ru-hua as President and Principal Executive Officer, Zhou Zong-zheng as
Treasurer and Principal Financial & Accounting Officer, and Wu Hai as Secretary.
At that time, the shareholders also adopted and approved a restatement to the
company's Certificate of Incorporation to, among other things, reflect prior
amendments and re-appointed the Company's independent public accountant.


                                       2
<PAGE>

Item 6. Exhibits and Reports on Form 8-K



(a) Exhibits

Exhibit
Number        Description
-------       -----------

3.1           Articles of Amendment to the Articles of Incorporation of the
              Company (incorporated by reference to the Company's proxy
              statement on Schedule 14A filed with the Commission on March 5,
              2003 (the "Proxy Statement"))

3.2           Agreement and Plan of Merger between Quixit, Inc., a Colorado
              corporation, and TOP Group Corporation (now known as TOP Group
              Holdings, Inc.), a Delaware corporation (incorporated by reference
              to the Proxy Statement)

3.3           Certificate of Incorporation of the Company (incorporated by
              reference to the Proxy Statement)

3.4           By-Laws of the Company (incorporated by reference to the Proxy
              Statement)

3.5           Amended and Restated Certificate of Incorporation of the Company
              (incorporated by reference to the Company's proxy statement on
              Schedule 14C filed with the commission on March 15, 2005)

31.1          Certification

31.2          Certification

32            Certification

b) Reports on Form 8-K

     We filed a report on Form 8-k on July 12, 2005 to inform the signing of two
store leases and the contribution of $250,000 by Ru-hua Song, the principal
shareholder, for 2,000,000 restricted shares. Please refer to Plan of Operation
of Item 2. Management's Discussion and Analysis of Plan of Operation.


                                       3
<PAGE>

                                   SIGNATURES

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

                            TOP Group Holdings, Inc.





Dated: As of July 22, 2005             By: /s/ Zhou Zong-Zheng
                                         ------------------------------------
                                          Zhou Zong-Zheng
                                          Treasurer
                                          (Principal Financial and Accounting
                                          Officer)


Dated: As of July 22, 2005             By: /s/ Song Ru-Hua
                                         ------------------------------------
                                          Song Ru-Hua
                                          President
                                          (Principal Executive Officer)

<PAGE>

                            TOP GROUP HOLDINGS, INC.

                                 Balance Sheets

<TABLE>
<CAPTION>
                                                               June 30, 2005      June 30, 2004
                                                              ---------------    --------------
<S>                                                            <C>               <C>
ASSETS

Current Assets, Cash                                           $      107,498    $            0
Current Assets, Prepaid expense                                $       34,061
Subscription receivable                                        $       50,000

Total Current Assets                                           $      191,559    $            0

                                                               --------------    --------------
Security Deposits                                              $       57,826

Total Other Assets                                             $       57,826    $            0
                                                               --------------    --------------

TOTAL ASSETS                                                   $      249,385    $            0
                                                               ==============    ==============

LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
         Accrued interest                                      $        1,950
         Accrued expenses                                      $        2,000    $        2,560
         Advances from shareholders                            $       93,422    $       53,712
                                                               --------------    --------------


Total Current Liabilities                                      $       97,372    $       56,272
                                                               --------------    --------------

Stockholders Equity*
         Commons stock $.0001 par value, 100,000,000 shares               700            50,000
         Authorized, 7,000,000 shares issued and outstanding

Additional Paid-in Capital                                     $      385,093    $       85,793
Accumulated Deficit                                            ($     233,780)   ($     192,065)
                                                               --------------    --------------


Total Stockholders' Equity                                     $      152,013    ($      56,272)
                                                               --------------    --------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                     $      249,385    $            0
                                                               ==============    ==============
</TABLE>


* In the Amended Certificate of Incorporation filed on January 21, 2005, the
shares authorized to issue were increased from 5,000,000 to 100,000,000 while
the par value was reduced from $0.01 to $0.0001.


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


                                      F-1
<PAGE>

                            TOP GROUP HOLDINGS, INC.

Statement of Operation for the six months ended


<TABLE>
<CAPTION>
                                                 June 30, 2005   June 30, 2004
                                                 -------------    -------------
<S>                                                <C>             <C>
REVENUE

Sales                                              $        0      $        0

Total Income                                       $        0      $        0

Cost and Expense:

Legal & Consulting                                 $   10,000      $        0
SEC filing expense                                 $    2,276      $        0
General & Administrative                           $      973      $        0
Interest expense                                   $    1,950      $        0
                                                   ----------      ----------

Total expenses                                     $   15,199      $        0
                                                   ----------      ----------

Net Loss from Operations                           $   15,199      $        0
                                                   ==========      ==========

Per Share information
Weighted Average number of
Common Shares Outstanding                           6,000,000       5,000,000
                                                    ---------       ---------

Net Loss per Common share                           $       *               *
                                                    =========       =========
</TABLE>



* Less than $0.01

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


                                      F-2
<PAGE>

                            TOP GROUP HOLDINGS, INC.

                              Stockholder's Equity
                                  June 30, 2005

<TABLE>
<CAPTION>
                                      Common stocks            Additional                       Total
                                 ------------------------       Paid-In      Accumulated     shareholders'
                              # Of Shares        Amount         Capital         Deficit         Equity
                              ------------    ------------    ------------   ------------    ------------

<S>                           <C>             <C>             <C>            <C>             <C>
December 31, 1997                    1,000    $         10    $     54,578                   $     54,588
Net Loss for Period                                                               (16,771)        (16,771)
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 1997          1,000              10          54,578        (16,771)         37,817

Issuance of stock for cash       4,999,000          49,990          31,215                         81,215
Net Loss for Year                                                                 (49,399)        (49,399)
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 1998      5,000,000          50,000          85,793        (66,170)         69,623

Net Loss for Year                                                                 (69,623)        (69,623)
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 1999      5,000,000          50,000          85,793       (135,793)              0

Net Loss for Year                                                                  (2,500)         (2,500)
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 2000      5,000,000          50,000          85,793       (138,293)         (2,500)

Net Loss for Year                                                                       0               0
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 2001      5,000,000          50,000          85,793       (138,293)         (2,500)

Net Loss for Year                                                                 (29,000)        (29,000)
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 2002      5,000,000          50,000          85,793       (167,293)        (31,500)

Net Loss for Year                                                                 (24,772)        (24,772)
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 2003      5,000,000          50,000          85,793       (192,065)        (56,272)

Net Loss for the Year                                                             (26,516)        (26,516)
                              ------------    ------------    ------------   ------------    ------------
Balance - December 31, 2004      5,000,000          50,000          85,793       (218,581)        (82,788)

Net Loss 1/1/05-6/30/05                                                           (15,199)        (15,199)
                              ------------    ------------    ------------   ------------    ------------
Balance - June 30, 2005 *        7,000,000    $        700    $    385,093   $   (233,780)   $    152,013
</TABLE>


* In the Amended Certificate of Incorporation filed on January 21, 2005, the
shares authorized to issue were increased from 5,000,000 to 100,000,000 while
the par value was reduced from $0.01 to $0.0001.

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


                                      F-3
<PAGE>

                            TOP GROUP HOLDINGS, INC.

               Statements of Cash Flows for the six months ended

                                 Indirect Method

<TABLE>
<CAPTION>
                                                      June 30, 2005     June 30,2004
                                                     --------------    --------------
<S>                                                  <C>               <C>
Cash Flows from Operating Activities:

Net Loss                                             $      (15,199)   $            0

Adjustments to reconcile net loss to net cash used
by operating activities

Increase in prepaid expense                          $       34,061    $            0
Increase in subscription receivable                  $       50,000    $            0
Increase in other assets                             $       57,826    $            0
Increase in current liabilities                      $      (14,584)   $            0

    Net Cash Used by Operating Activities            $      142,502    $            0
                                                     --------------    --------------

Cash Flows from financing activities:

Net proceeds from issuance of common stock           $      250,000    $            0

    Net cash provided by financing activities        $      250,000    $            0
                                                     --------------    --------------
Net Increase in Cash & Cash Equivalents              $      107,498    $            0

Beginning Cash & Cash Equivalents                    $            0    $            0

Ending Cash & Cash Equivalents                       $      107,498    $            0
                                                     ==============    ==============

Supplemental disclosure of Cash Flow Information

Cash paid for Interest                               $        1,950

Cash paid for Income Taxes                           $            0    $            0
</TABLE>



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


                                      F-4
<PAGE>

                            TOP GROUP HOLDINGS, INC.
                          Notes to Financial Statements
                                  June 30, 2005

Note 1 - Organization and Summary of Significant Accounting Policies:

Organization:

The Company was incorporated on May 15, 1997, under the laws of the state of
Colorado. On January 16, 2003, TOP Group Corporation, a New York corporation
("TOP Group New York"), purchased 4,400,000 shares of the Company's common
stock, which represented 88% of the Company's outstanding capital stock at that
time. Immediately prior to the change in control, the Company's purpose was to
investigate opportunities to be acquired by a company that desired to be
registered under the Securities Exchange Act of 1934, as amended. Since the
change in control, the Company has begun to investigate opportunities. In the
second quarter of 2005, the company decided to commence a chain of member-only
stores in locations with large Chinese immigrant populations, offering Chinese
culture-related merchandise such as books, pre-recorded CDs, stationery, gifts,
and sports goods. So far, the Company has already leased two locations in Temple
City of California and San Francisco of California to open stores. The Company
is also in the process of creating in the third quarter of 2005 an online
presence where customers can purchase these items. In March 2003, the Company
changed its state of incorporation from Colorado to Delaware, and changed its
name from Quixit, Inc. to TOP Group Holdings, Inc. The Company's fiscal year end
is December 31.

Basis of Accounting:

The accompanying financial statements have been prepared on the accrual basis of
accounting in accordance with accounting principles generally accepted in the
United States.

Cash and Cash Equivalents:

The Company considers all highly liquid debt instruments, purchased with an
original maturity of three months or less, to be cash equivalents.

Use of Estimates:

The preparation of financial statements, in conformity with accounting
principles generally accepted in the United States, requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities, and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenue and expenses during
the reporting period. Actual results could differ from those estimates.

Net Loss Per Share:

Net loss per share is based on the weighted average number of common shares and
common shares equivalents outstanding during the period.

Other Comprehensive Income:

The Company has no material components of other comprehensive income (loss), and
accordingly, net loss is equal to comprehensive loss in all periods.


Note 2 - Commitments--Operating leases:

In June 2005, the Company entered into leases for two retail stores,
respectively located at 9611, Las Tunas Drive, Temple City, CA (5,000 square
feet) and 1719 Powell Street, San Francisco, CA (4,000 square feet). The term of
Temple city lease is 5 years, commencing in July 2005 and terminating in July
2010. Our financial commitment for the full term is $522,268. The term of San
Francisco lease is 3 years, commencing in July 2005 and terminating in June
2008. However, we have the option to extend the lease term for an additional
term of two years. Our financial commitment for the 3-year term is $295,200.


                                      F-5
<PAGE>

                            TOP GROUP HOLDINGS, INC.
                          Notes to Financial Statements
                                 June 30, 2005

Note 3 - Federal Income Taxes:

The Company has made no provision for income taxes because there have been no
operations to date causing income for financial statements or tax purposes.

The Financial Accounting Standards Board (FASB) has issued Statement of
Financial Accounting Standards Number 109 ("SFAS 109"). "Accounting for Income
Taxes", which requires a change from the deferred method to the asset and
liability method of accounting for income taxes. Under the asset and liability
method, deferred income taxes are recognized for the tax consequences of
"temporary differences" by applying enacted statutory tax rates applicable to
future years to differences between the financial statement carrying amounts and
the tax basis of existing assets and liabilities.

Deferred tax assets
         Net operating loss carryforwards                $      233,780
         Valuation allowance                                   (233,780)
                                                         --------------
         Net deferred tax assets                         $            0
                                                         ==============


As of June 30, 2005, the Company had net operating loss carry-forwards of
approximately $233,780 for federal income tax purposes. These carry-forwards if
not utilized to offset taxable income will begin to expire in 2010.

Note 4 - Going Concern

The Company's financial statements have been prepared on the basis that it is a
going concern, which contemplated the realization of assets and the satisfaction
of liabilities in the normal course of business.

The Company has not earned any revenue from operations in 2003 and 2004.
However, in the second quarter of 2005, the company decided to commence a chain
of member-only stores in locations with large Chinese immigrant populations,
offering Chinese culture-related merchandise such as books, pre-recorded CDs,
stationery, gifts, and sports goods. The Company has already leased two
locations in Temple City of California and San Francisco of California to open
stores. The Company is also in the process of creating in the third quarter of
2005 an online presence where customers can purchase these items.

As of June 30, 2005, the Company's current assets exceed current liabilities
only by $94,187. On the other hand, it has signed operating leases with
financial commitment totaling $817,468 in the next five years. Therefore, the
Company's ability to continue as a going concern is dependent upon its ability
to achieve profitable operations and to develop additional sources of capital.
The accompanying financial statements do not include any adjustments that might
result from the outcome of these uncertainties.

Note 5 - Capital Stock Transactions:

On March 25, 1999, the Company's Board of Directors approved an amendment to the
Articles of Incorporation of the Company, declaring a 1 to 10 reverse stock
split of outstanding common stock at March 25, 1999. In 2001, the Board of
Directors declared a 5 to 1 forward stock split.
On January 21, 2005, the company filed an Amended Certificate of Incorporation
to increase the shares authorized to issue from 5,000,000 to 100,000,000 and
reduced the par value per share from $0.01 to $0.0001. No shares of common stock
were issued in 2003 and 2004. However in the second quarter of 2005, the
principal shareholder, RU-HUA SONG, committed to contribute $250,000 in
consideration for 2,000,000 common shares (restricted) to use as working
capital.

All shares and per share amounts in the accompanying financial statements of the
Company and notes thereto have been retroactively adjusted to reflect the stock
splits and the par value reduction.

Note 6 - Segment Information

The Company as of June 30, 2005 had no present operation, but decided to enter
into retail business in the U.S.A starting with the third quarter of 2005.


                                      F-6