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

                                   FORM 10-QSB

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

                                     1-9370

                            (COMMISSION FILE NUMBER)

                     FOR THE QUARTERLY PERIOD MARCH 31, 2005

                                       FOR

                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION

             (Exact Name of Registrant as Specified in the Charter)

        DELAWARE                                             13-3186327
(State of Other Jurisdiction                               (I.R.S. Employer
   of Incorporation)                                    Identification Number)

                            140 Broadway, 46th Floor
                            New York, New York 10005
                                  212-858-7590

Check whether the Registrant (1) has filed all reports required by Section 13 or
15(d) of the Securities  Exchange Act of 1934 during the preceding 12 months (or
for such shorter  period that the  Registrant was required to file such reports)
and (2) has been subject to such filing  requirements  for the past 90 days: Yes
[X] No [ ]

As of May 12,  2005,  there  were  update14,909,063  shares of the  Registrant's
Common Stock, $0.001 par value per share, outstanding.

          Transitional Small Business Disclosure Format Yes [ ] No [X]
<PAGE>

                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION

                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2005

                                TABLE OF CONTENTS

PART           I FINANCIAL INFORMATION

ITEM 1.        FINANCIAL STATEMENTS

ITEM 2.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION &
               OPERATIONS RISK FACTORS

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

THIS  REPORT  CONTAINS   FORWARD-LOOKING   STATEMENTS  THAT  INVOLVE  RISKS  AND
UNCERTAINTIES.  SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS,  ASSUMPTIONS,
ESTIMATES AND  PROJECTIONS  ABOUT THE COMPANY AND ITS INDUSTRY.  FORWARD-LOOKING
STATEMENTS  ARE  SUBJECT TO KNOWN AND  UNKNOWN  RISKS,  UNCERTAINTIES  AND OTHER
FACTORS  THAT  MAY  CAUSE  ACTUAL  RESULTS,  LEVELS  OF  ACTIVITY,  PERFORMANCE,
ACHIEVEMENTS  AND PROSPECTS TO BE MATERIALLY  DIFFERENT FROM THOSE  EXPRESSED OR
IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES NO OBLIGATION
TO UPDATE  PUBLICLY ANY  FORWARD-LOOKING  STATEMENTS  FOR ANY REASON EVEN IF NEW
INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCURRING IN THE FUTURE.


                                       2
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)

                             CONDENSED CONSOLIDATED
                        FINANCIAL STATEMENTS - UNAUDITED

               FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004

        INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED
               FOR THE THREE MONTHS ENDED MARCH 31, 2005 AND 2004

                                                                         Pages
Condensed Consolidated Balance Sheet
as of March 31, 2005 - Unaudited                                          4-5

Condensed Consolidated Statements of Income (Operations)
For the Six Months and Three Months
Ended March 31, 2005 and 2004 - Unaudited                                  6

Condensed Consolidated Statements of Cash Flows For the Six Months
Ended March 31, 2005 and 2004 - Unaudited                                  7

Notes to Condensed Consolidated Financial Statements                      8-16


                                       3
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
                CONDENSED CONSOLIDATED BALANCE SHEET - UNAUDITED
                                 MARCH 31, 2005

                                     ASSETS

CURRENT ASSETS
  Cash                                                                $  504,693
  Finance Receivables - short term                                       276,171
                                                                      ----------

          Total current assets                                           780,864
                                                                      ----------

OTHER ASSETS
  Finance receivables - long-term                                        560,712
                                                                      ----------

          Total other assets                                             560,712
                                                                      ----------

TOTAL ASSETS                                                          $1,341,576
                                                                      ==========

               The accompanying notes are an integral part of the
                  condensed consolidated financial statements.


                                       4
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
          CONDENSED CONSOLIDATED BALANCE SHEET (CONTINUED) - UNAUDITED
                                 MARCH 31, 2005

                      LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
   Accounts payable - Trade                                           $   21,405
   Accrued and other expenses                                            184,850
   Income tax expense                                                     20,583
                                                                      ----------

          Total current liabilities                                      226,838
                                                                      ----------

TOTAL LIABILITIES                                                        226,838
                                                                      ----------

STOCKHOLDERS'  EQUITY
   Preferred stock, par value $10 per share;
       authorized 10,000,000 shares, 80,000 shares issued
       and outstanding at March 31, 2005                                 800,000
   Common stock, par value $.001 per share;
       authorized 325,000,000 shares issued and 15,070,601
       outstanding at March 31, 2005                                      15,071
   Additional paid-in capital                                            181,347
   Retained earnings                                                     118,320
                                                                      ----------

           Total stockholders' equity                                  1,114,738
                                                                      ----------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                            $1,341,576
                                                                      ==========

          The accompanying notes are an integral part of the condensed
                       consolidated financial statements.


                                       5
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
       CONDENSED CONSOLIDATED STATEMENT OF INCOME (OPERATIONS) - UNAUDITED
           FOR THE SIX AND THREE MONTHS ENDED MARCH 31, 2005 AND 2004

<TABLE>
<CAPTION>
                                                         FOR THE SIX MONTHS ENDED         FOR THE THREE MONTHS ENDED
                                                                  MARCH 31,                        MARCH 31,
                                                          2005               2004            2005              2004
                                                      ------------      ------------     ------------      ------------
<S>                                                   <C>               <C>              <C>               <C>
REVENUES
    Royalty income                                    $         --      $     20,000     $         --      $         --
    Financing income                                       190,888           127,791           77,144           127,791
    Gain on sale of finance receivable                      87,514                --               --                --
    Service income                                          68,033                --           38,056                --
                                                      ------------      ------------     ------------      ------------
             TOTAL INCOME                                  346,435           147,791          115,200           127,791

COSTS AND EXPENSES
    Selling, general and administrative                    279,869           135,098          116,526            56,656
                                                      ------------      ------------     ------------      ------------
             Total costs and expenses                      279,869           135,098          116,526            56,656
                                                      ------------      ------------     ------------      ------------

NET INCOME (LOSS) BEFORE OTHER INCOME                       66,566            12,693           (1,326)           71,135

OTHER INCOME
   Other income - interest                                   1,247               244              646               184
                                                      ------------      ------------     ------------      ------------
             Total other income                              1,247               244              646               184
                                                      ------------      ------------     ------------      ------------

NET INCOME (LOSS) BEFORE PROVISION FOR INCOME TAX     $     67,813      $     12,937     $       (680)     $     71,319
                                                      ============      ============     ============      ============

PROVISION FOR INCOME TAXES                                 (20,583)               --               --                --
                                                      ------------      ------------     ------------      ------------

NET INCOME (LOSS)                                           47,230            12,937             (680)           71,319
                                                      ============      ============     ============      ============

LESS PREFERRED STOCK DIVIDEND                              (20,000)               --          (10,000)               --
                                                      ------------      ------------     ------------      ------------

INCOME (LOSS) APPLICABLE TO COMMON STOCK              $     27,230      $     12,937     $    (10,680)     $     71,319
                                                      ------------      ------------     ------------      ------------

BASIC INCOME (LOSS) PER COMMON SHARE                  $      0.002      $      0.004     $     (0.001)     $      0.018
                                                      ============      ============     ============      ============

BASIC AND DILUTED INCOME (LOSS)
PER COMMON SHARE                                      $      0.001      $      0.004     $         --      $      0.018
                                                      ============      ============     ============      ============

WEIGHTED AVERAGE OUTSTANDING SHARES
OF COMMON STOCK - BASIC                                 14,909,063         2,889,738               --         3,979,413
                                                      ============      ============     ============      ============

WEIGHTED AVERAGE OUTSTANDING SHARES
OF COMMON STOCK - DILUTED                               22,159,063         2,889,738               --         3,979,413
                                                      ============      ============     ============      ============
</TABLE>

               The accompanying notes are an integral part of the
                  condensed consolidated financial statements.


                                       6
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
                FOR THE SIX MONTHS ENDED MARCH 31, 2005 AND 2004

<TABLE>
<CAPTION>
                                                                         2005           2004
                                                                      ---------      ---------
<S>                                                                   <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Income (loss)                                                   $  47,230      $  12,937
Adjustments to reconcile net income (loss) to
net cash (used in) operating activities:

Changes in Certain Assets and Liabilities
Proceeds from sale of portfolio - net of gain                           205,736             --
Acquisition of finance receivables, net of buybacks                    (587,720)      (900,571)
Collections applied to principal on finance receivables                 175,742         88,159
(Increase) in Other Receivables                                              --        (58,793)
(Increase) Decrease in Exchange account                                  97,763             --
(Decrease) Increase Accounts payable - Trade                            (63,080)       (24,485)
(Decrease) Increase Accrued Expenses                                    179,853          1,200
(Decrease) Increase in Income Taxes                                     (18,455)            --
                                                                      ---------      ---------

          Net cash provided by (used in) operating activities            37,069       (881,553)
                                                                      ---------      ---------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from note payable                                                   --        985,000
Issuance of common stock                                                  1,500          7,100
Preferred stock dividend                                                (20,000)            --
                                                                      ---------      ---------

              Net cash provided by (used in) financing activities       (18,500)       992,100

NET INCREASE IN CASH                                                     18,569        110,547

CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR                           486,124         21,284
                                                                      ---------      ---------

CASH AND CASH EQUIVALENTS - END OF PERIOD                             $ 504,693      $ 131,831
                                                                      =========      =========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
  Issuance of Common Stock for:
   Conversion of accounts payable and accrued expenses                $      --      $ 529,933
                                                                      =========      =========
   Conversion of accrued expenses                                     $      --      $  89,538
                                                                      =========      =========
   Conversion of notes payable                                        $   5,000      $ 137,000
                                                                      =========      =========
   Conversion of debentures payable                                   $      --      $ 575,000
                                                                      =========      =========
</TABLE>

               The accompanying notes are an integral part of the
                  condensed consolidated financial statements.


                                       7
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2005 AND 2004

NOTE 1-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         A. THE COMPANY AND PRESENTATION

         The  condensed  consolidated  unaudited  interim  financial  statements
         included  herein  have been  prepared  by  Receivable  Acquisition  and
         Management  Corporation  and  Subsidiaries  (the  "Company"),  formerly
         Feminique  Corporation and Subsidiaries without audit,  pursuant to the
         rules and  regulations of the Securities and Exchange  Commission  (the
         "SEC").  Certain information and footnote disclosures normally included
         in the  financial  statements  prepared in accordance  with  accounting
         principles generally accepted in the United States of America have been
         condensed or omitted as allowed by such rules and regulations,  and the
         Company  believes  that  the  disclosures  are  adequate  to  make  the
         information  presented  not  misleading.  It is  suggested  that  these
         condensed consolidated financial statements be read in conjunction with
         the September 30, 2004 audited  consolidated  financial  statements and
         the  accompanying   notes  thereto.   While  management   believes  the
         procedures followed in preparing these condensed consolidated financial
         statements  are  reasonable,  the  accuracy  of the amounts are in some
         respects  dependent upon the facts that will exist, and procedures that
         will be accomplished by the Company later in the year.

         The management of the Company believes that the accompanying  unaudited
         condensed  consolidated  financial  statements  contain all adjustments
         (including  normal recurring  adjustments)  necessary to present fairly
         the operations,  changes in stockholders'  equity  (deficit),  and cash
         flows for the periods presented.

         On  November  25,  2003,  the  Company   incorporated  a  wholly  owned
         subsidiary  Receivable  Acquisition  and  Management  Corp of New  York
         ("Ram").  This  corporation  plans  to  purchase,  manage  and  collect
         defaulted consumer receivables.

         On April 21, 2004, the Company amended its certificate of incorporation
         to  increase  its  authorized  number of shares  of common  stock  from
         75,000,000 shares to 325,000,000 shares. This amendment was approved by
         the Company's shareholders at its April 20, 2004 annual meeting.

         B. FINANCE RECEIVABLES

         The  Company  on  December  15,  2003,   acquired   defaulted  consumer
         receivable  portfolios  for $569,071 with a face value of  $15,985,138.
         Another  portfolio  with face value of  $18,944,048  was  acquired  for
         $331,501.   The  Company   accounts  for  its   investment  in  finance
         receivables  under the guidance of Statement of Position  ("SOP") 03-3,
         "Accounting  for  Loans  or  Certain  Debt  Securities  Acquired  in  a
         Transfer." The Company has chosen to accept early adoption of this SOP.
         This SOP limits the yield that may be  accreted  (accretable  yield) to
         the  excess  of  the  Company's   estimate  of  undiscounted   expected
         principal,  interest  and other cash flows (cash flows  expected at the
         acquisition to be collected) over the Company's  initial  investment in
         the finance receivables. Subsequent increases in cash flows expected to
         be collected are  recognized  prospectively  through  adjustment of the
         finance  receivables  yield over its remaining life.  Decreases in cash
         flows  expected to be collected  are  recognized  as  impairment to the
         finance receivable  portfolios.  The Company's proprietary  collections
         model is designed to track and adjust the yield and  carrying  value of
         the  finance  receivables  based on the actual  cash flows  received in
         relation to the expected cash flows.


                                       8
<PAGE>

         The Company  acquired on April 19, 2004 a third  portfolio  with a face
         value of $447,390 for $31,317.

         The Company will use for this third portfolio the "Recovery Method" for
         revenue  recognition  under  which no revenue is  recognized  until the
         investment amount of $31,317 has been recovered.

         The Company on September 16, 2004 put $97,763 on deposit for the fourth
         portfolio.  However,  the  Company  did  not  take  possession  of  the
         portfolio and received a full refund in October 2004.

         The Company  acquired on October 10, 2004 a new  portfolio  with a face
         value  of  $2,107,132  for  $100,444.  The  Company  will  use for this
         portfolio the "Recovery Method" for revenue  recognition under which no
         revenue is recognized until the investment  amount of $100,444 has been
         recovered.

         On November  23, 2004 the Company sold the  portfolio  with an original
         face value of $18,944,048  and an  acquisition  price of $331,051 for a
         sales price of  $293,250.  The Company  recognized a gain of $87,514 on
         the sale.  The carrying  value of the portfolio at the time of sale was
         $205,736.

         During  the  quarter  ending  March  31,  2005,  the  Company  acquired
         portfolios for $487,280.  The Company will use for these portfolios the
         "Recovery  Method"  for revenue  recognition  under which no revenue is
         recognized until the investment amount of $487,280 has been recovered.

         In the event that cash collections  would be inadequate to amortize the
         carrying   balance,   an  impairment  charge  would  be  taken  with  a
         corresponding  write-off of the receivable  balance.  Accordingly,  the
         Company does not maintain an allowance for credit losses.

         The  agreements  to purchase  the  aforementioned  receivables  include
         general  representations  and  warranties  from  the  sellers  covering
         account  holder death or bankruptcy,  and accounts  settled or disputed
         prior to sale. The  representation  and warranty period  permitting the
         return of these accounts from the Company to the seller is typically 90
         to 180 days. Any funds received from the seller of finance  receivables
         as a return of  purchase  price are  referred to as  buybacks.  Buyback
         funds  are  simply  applied  against  the  finance  receivable  balance
         received.  They are not included in the Company's cash collections from
         operations  nor are they  included in the  Company's  cash  collections
         applied to  principal  amount.  Gains on sale of  finance  receivables,
         representing  the  difference  between sales price and the  unamortized
         value  of  the  finance   receivables,   are  recognized  when  finance
         receivables are sold.


                                       9
<PAGE>

         Changes in finance  receivables for the six months ended March 31, 2005
         were as follows:

                                                             Six Months Ended
                                                              March 31, 2005
                                                             ----------------
         Balance at beginning of period  October 1, 2005        $   630,641
         Acquisition of finance receivables                         587,720
         Cash collections applied to principal                     (175,742)
         Sale of portfolio - net of gain                           (205,736)
                                                                -----------
         Balance at the end of the period                       $   836,883
                                                                ===========
         Estimated Remaining Collections ("ERC") *              $ 1,281,935
                                                                ===========

         *Estimated  remaining  collection  refers  to the  sum  of  all  future
         projected  cash  collections  from  acquired  portfolios.  ERC is not a
         balance sheet item, however, it is provided for informational purposes.
         Income  recognized  on finance  receivables  was  $190,888  for the six
         months ending March 31, 2005.

         C. PRINCIPLES OF CONSOLIDATION

         The condensed consolidated financial statements include the accounts of
         the Company and its subsidiaries. All significant intercompany accounts
         and transactions have been eliminated in consolidation.

         D. CASH AND CASH EQUIVALENTS

         The Company  considers  all highly  liquid debt  instruments  and other
         short-term investments with an initial maturity of three months or less
         to be cash or cash  equivalents.  There were no cash  equivalents as of
         March 31, 2005.

         The Company  maintains cash and cash equivalents  balances at financial
         institutions   that  are  insured  by  the  Federal  Deposit  Insurance
         Corporation up to $100,000.

         E. FURNITURE AND EQUIPMENT

         Furniture  and  equipment   when  acquired  will  be  stated  at  cost.
         Depreciation  will be  provided  using  straight-line  method  over the
         estimated useful lives of the assets.

         Maintenance and repairs are charged to operations  when incurred.  When
         assets  are sold or  otherwise  disposed  of,  the asset  accounts  and
         related accumulated depreciation accounts are relieved, and any gain or
         loss is included in operations.

         F. INCOME TAXES

         The Company  has  adopted the  provisions  of  Statement  of  Financial
         Accounting Standards ("SFAS") No. 109, Accounting for Income Taxes. The
         statement  requires  an asset  and  liability  approach  for  financial
         accounting  and  reporting  of income  taxes,  and the  recognition  of
         deferred  tax  assets and  liabilities  for the  temporary  differences
         between the  financial  reporting  bases and tax bases of the Company's
         assets and  liabilities  at enacted tax rates  expected to be in effect
         when such amounts are realized or settled.


                                       10
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2005 AND 2004

NOTE 1-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         G. USE OF ESTIMATES

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

         H. STOCK-BASED COMPENSATION

         Employee  stock  awards  under  the  Company's  compensation  plans are
         accounted for in accordance  with Accounting  Principles  Board Opinion
         No. 25 ("APB 25"),  "Accounting  for Stock  Issued to  Employees",  and
         related   interpretations.   The  Company   provides   the   disclosure
         requirements  of Statement of Financial  Accounting  Standards No. 123,
         "Accounting for  Stock-Based  Compensation"  ("SFAS 123"),  and related
         interpretations.  Stock-based awards to non-employees are accounted for
         under  the  provisions  of  SFAS  123  and  has  adopted  the  enhanced
         disclosure  provisions  of SFAS No.  148  "Accounting  for  Stock-Based
         Compensation-Transition and Disclosure, an amendment of SFAS No. 123".

         The Company measures  compensation expense for its employee stock-based
         compensation   using   the    intrinsic-value    method.    Under   the
         intrinsic-value method of accounting for stock-based compensation, when
         the  exercise  price of options  granted to  employees is less than the
         estimated  fair  value of the  underlying  stock on the date of  grant,
         deferred  compensation  is recognized and is amortized to  compensation
         expense  over the  applicable  vesting  period.  In each of the periods
         presented,  the vesting period was the period in which the options were
         granted.  All  options  were  expensed  to  compensation  in the period
         granted rather than the exercise date.

         The  Company  measures   compensation   expense  for  its  non-employee
         stock-based compensation under the Financial Accounting Standards Board
         (FASB) Emerging  Issues Task Force (EITF) Issue No. 96-18,  "Accounting
         for Equity  Instruments  that are Issued to Other  Than  Employees  for
         Acquiring, or in Conjunction with Selling, Goods or Services". The fair
         value of the option issued is used to measure the transaction,  as this
         is more reliable than the fair value of the services received. The fair
         value is measured  at the value of the  Company's  common  stock on the
         date that the commitment for performance by the  counterparty  has been
         reached or the counterparty's  performance is complete.  The fair value
         of the equity  instrument is charged  directly to compensation  expense
         and additional paid-in capital.


                                       11
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2005 AND 2004

NOTE 1-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         I. REVENUE RECOGNITION

         Revenue is recognized based on AICPA Statement of Position 03-3, if the
         management is reasonably  comfortable  with expected cash flows. In the
         event, expected cash flows cannot be reasonably estimated,  the Company
         will use the "Recovery Method" under which revenues are only recognized
         after the initial investment has been recovered.

         J. EARNINGS PER SHARE OF COMMON STOCK

         Historical  net income per common share is computed  using the weighted
         average number of common shares outstanding. Diluted earnings per share
         (EPS) include additional  dilution from common stock equivalents,  such
         as  stock  issuable  pursuant  to the  exercise  of stock  options  and
         warrants. Common stock equivalents were not included in the computation
         of diluted  earnings per share when the Company reported a loss because
         to do so would be antidilutive for periods presented.

         The  following is a  reconciliation  of the  computation  for basic and
         diluted EPS:

                                                       2005            2004
                                                   -----------     -----------
         Net income after payment of preferred
           dividend                                $    27,230     $    12,937
                                                   -----------     -----------
         Weighted-average common shares
         Outstanding (Basic)                        14,909,063       2,889,738

         Weighted-average common stock
         Equivalents
           Stock options                               950,000              --
           Warrants                                  6,300,000              --
                                                   -----------     -----------

         Weighted-average common shares
         Outstanding (Diluted)                      22,159,063       2,889,738
                                                   ===========     ===========

         The  weighted  average  common  stock  as of  March  31,  2004 has been
         restated  for the one for fifteen  reverse  stock  split that  occurred
         during the year ending September 30, 2004.


                                       12
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2005 AND 2004

NOTE 1-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         K. RECENT ACCOUNT PRONOUNCEMENTS

         In June 2001,  the FASB issued  Statement  No. 142  "Goodwill and Other
         Intangible Assets".  This Statement addresses financial  accounting and
         reporting  for  acquired  goodwill  and  other  intangible  assets  and
         supersedes  APB Opinion No. 17,  Intangible  Assets.  It addresses  how
         intangible  assets that are  acquired  individually  or with a group of
         other assets (but not those acquired in a business  combination) should
         be accounted for in financial  statements upon their acquisition.  This
         Statement  also  addresses  how  goodwill and other  intangible  assets
         should be accounted  for after they have been  initially  recognized in
         the consolidated financial statements.

         In October 2003, the American Institute of Certified Public Accountants
         issued  Statement of Position  ("SOP") 03-03,  "Accounting for Loans or
         Certain Securities  Acquired in a Transfer." This SOP proposes guidance
         on accounting for  differences  between  contractual  and expected cash
         flows from an investor's initial investment in loans or debt securities
         acquired in a transfer if those differences are attributable,  at least
         in part, to credit quality. This SOP is effective for loans acquired in
         fiscal years  beginning  after December 15, 2004.  This SOP would limit
         the  revenue  that may be  accrued  to the  excess of the  estimate  of
         expected future cash flows over a portfolio's  initial cost of accounts
         receivable  acquired.  The SOP  would  require  that the  excess of the
         contractual cash flows over expected cash flows not be recognized as an
         adjustment of revenue,  expense, or on the balance sheet. The SOP would
         freeze the  internal  rate of return,  referred  to as IRR,  originally
         estimated  when the accounts  receivable  are purchased for  subsequent
         impairment testing. Rather than lower the estimated IRR if the original
         collection  estimates  are  not  received,  the  carrying  value  of  a
         portfolio would be written down to maintain the original IRR. Increases
         in expected future cash flows would be recognized prospectively through
         adjustment  of the  IRR  over a  portfolio's  remaining  life.  The SOP
         provides that previously  issued annual financial  statements would not
         need to be restated.  Management  has decided on the early  adoption of
         the application of this SOP.


                                       13
<PAGE>

        RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES
                (FORMERLY FEMINIQUE CORPORATION AND SUBSIDIARIES)
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2005 AND 2004

NOTE 1-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         K. RECENT ACCOUNT PRONOUNCEMENTS (CONTINUED)

         In May 2003,  the FASB issued SFAS Statement No. 150,  "Accounting  for
         Certain Financial  Instruments with Characteristics of both Liabilities
         and Equity".  This  statement  establishes  standards for how an issuer
         classifies   and   measures   certain   financial    instruments   with
         characteristics  of both  liabilities  and equity.  It requires that an
         issuer  classify a financial  instrument  that is within its scope as a
         liability  (or an  asset  in some  circumstances).  This  statement  is
         effective for financial  instruments entered into or modified after May
         31, 2003 and  otherwise  is  effective  at the  beginning  of the first
         interim  period  beginning  after June 15, 2003,  except for  mandatory
         redeemable financial  instruments of nonpublic entities, if applicable.
         It is to be implemented by reporting the cumulative  effect of a change
         in an accounting principle for financial instruments created before the
         issuance date of the  Statement and still  existing at the beginning of
         the interim period of adoption.  The adoption of this statement did not
         have a  significant  impact on the  Company's  results of operations or
         financial position.

         L. RECLASSIFICATION

         Certain  amounts in the March 31, 2004 Financial  Statements  have been
         reclassified to conform to the 2005 presentation.

NOTE 2-  NOTES PAYABLE

         A. On October 2, 2003, the Company borrowed an additional  $20,000 from
         Artemis  Equity Hedge Fund Ltd,  evidenced by a convertible  promissory
         note  bearing  interest  at 7% per annum.  The note is due on or before
         March 30, 2004.  This note is  classified  as a short-term  note as the
         holder may convert at their discretion. The Company issued in May 2004,
         100,250 shares of common stock to satisfy the debt.

         B. On December 11, 2003,  the Company  borrowed an additional  $800,000
         from  Artemis  Equity  Hedge  Fund  Ltd,  evidenced  by  a  convertible
         promissory note bearing interest at 5% per annum. The note is due on or
         before March 31, 2004.  This note is classified as a short-term Note as
         the holder may convert at their  discretion.  The note may be exchanged
         into  convertible  preferred  stock with a 5% dividend.  The  preferred
         stock is convertible at $10 per share. The Company issued 80,000 shares
         of preferred stock in June 2004 to satisfy the debt.

         C. On January 29, 2004 the Company  borrowed an additional  $5,000 note
         bearing  interest at 5% per annum.  The note is convertible into common
         stock at $.20 per share.  The Company  issued in October  2004,  24,876
         shares of common stock to satisfy the debt.

NOTE 3-  STOCK OPTIONS

         In April  2004,  the  Company  adopted a stock  option  plan  which was
         approved by the shareholders at the Annual General Meeting. Pursuant to
         the stock option plan,  selected  eligible key employees of the Company
         are granted the opportunity to purchase shares of the Company's  common
         stock.  The plan  provides  that  37,500,000  shares  of the  Company's
         authorized  common  stock be reserved  for  issuance  under the plan as
         either  incentive stock options or non-qualified  options.  Options are
         granted at prices not less than 100 percent of the fair market value at
         the end of the date of grant and are  exercisable  over a period of ten
         years or a long as that person continues to be employed or serve on the
         on the Board of Directors, whichever is shorter. At March 31, 2005, the
         Company had 950,000 options outstanding under this plan.


                                       14
<PAGE>

NOTE 4-  INCOME TAXES

         The  income  tax  accounting   reported  within  these   statements  is
         summarized as follows:

                                                        March 31,
                                                          2005
                                                        --------

         Provision

         Current:
              Federal                                   $ (9,625)
              State and Local                            (10,958)
                                                        --------

                 Total Current                           (20,583)

         Deferred                                             --
                                                        --------

         Total provision for income taxes               $(20,583)
                                                        ========

The Company's effective tax rate is different than what would be expected if the
statutory  rates  were  applied  to "net  income  (loss)  before  income  taxes"
primarily because of expenses  deductible for financial  reporting purposes that
are not deductible for tax purposes allowed.

NOTE 5-  STOCK HOLDERS' EQUITY (Equity)

         The Company issued 80,000 shares of preferred stock at $10 per share in
         June 2004 to discharge the $800,000  convertible  note  promissory note
         payable to Artemis Equity Hedge Fund Ltd.

         The  Company  issued  24,988,534  shares of common  stock for $7,178 to
         exercise  existing  warrants as of December 31, 2003. In addition,  the
         Company  issued an  additional  25,005,733  shares of common  stock for
         extinguishment of debt relating to bankruptcy reorganization.

         The Board of Directors  approved a 1 for 15 reverse  stock split at the
         shareholders  meeting on April 21, 2004.  The September 30, 2004 shares
         have been retroactively restated to reflect the reverse stock split.

         The Company  issued 827,067 shares of common stock at $0.1995 per share
         in May 2004 to discharge a shareholder's loan of $165,000.

         The Company  issued 100,250 shares of common stock at $0.1995 per share
         in May 2004 to discharge a $20,000 loan from Artemis Equity Hedge Fund.

         On January 21, 2004 the Company  entered  into an  agreement to acquire
         General Outsourcing Services, Inc., a corporation owned by the Chairman
         of the  Company.  The Company  issued  4,230,000  shares at $0.0014 per
         share in June 2004 in consideration of this agreement.


                                       15
<PAGE>

         On January 22, 2004 the Company  entered into an  employment  agreement
         with its President  and CEO, Max Khan to issue  4,300,000  shares.  The
         Company issued  4,300,000 shares of common stock at $.0014 per share in
         June 2004 as employment compensation for Mr. Max Khan.

         The Company  issued  388,408  shares of common  stock in  exchange  for
         consulting services.  The 388,408 shares of common stock were issued at
         $0.0014 per share as payment for consulting services.

         The Company  issued  24,876 shares of common stock at $.20 per share in
         October 2004 to discharge a shareholders' loan of $5,000.

         The Company issued 200,000 shares of common stock at $.008 per share in
         February 2005 as a conversion of warrants into common stock.

NOTE 6-  SUBSEQUENT EVENTS

         Purchase of Performing Medical Receivables

         In May 2005,  the Company  purchased for $375,000,  a $5.5 million face
         value portion of a portfolio of a performing medical receivables, which
         has a total face value of $51.5  million.  The Company  owns 10.714% of
         the $51.5 million face value portfolio. The remaining $3,125,000 of the
         $3,500,000  purchase price was financed through  non-recourse notes and
         co-investments   by  Ramco  Income  Fund,  Ltd.  and  an  institutional
         investor.


                                       16
<PAGE>

ITEM 2.

    MANAGEMENTS'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                                  OPERATIONS.

This "Management's Discussion and Analysis of Financial Condition and Results of
Operations"  should be read in  conjunction  with  "Management's  Discussion and
Analysis of Financial  Condition and Results of Operations" in the Annual Report
on Form 10-K as of and for the year ended  September  30, 2004 as filed with the
Securities  and  Exchange  Commission.  Cautionary  Statements  Pursuant to Safe
Harbor Provisions of the Private Securities Litigation Reform Act of 1995:

This  report  contains  forward-looking  statements  within  the  meaning of the
federal  securities  laws.  These  forward-looking   statements  involve  risks,
uncertainties   and  assumptions  that,  if  they  never  materialize  or  prove
incorrect,  could  cause the results of the  Company to differ  materially  from
those expressed or implied by such forward-looking  statements.  All statements,
other than  statements  of  historical  fact,  are  forward-looking  statements,
including statements  regarding overall trends,  gross margin trends,  operating
cost trends,  liquidity and capital needs and other  statements of expectations,
beliefs, future plans and strategies,  anticipated events or trends, and similar
expressions  concerning  matters  that  are not  historical  facts.  The  risks,
uncertainties and assumptions referred to above may include the following:

      o     changes in the business  practices of credit originators in terms of
            selling  defaulted  consumer  receivables or  outsourcing  defaulted
            consumer  receivables  to  third-party   contingent  fee  collection
            agencies;

      o     ability to acquire sufficient portfolios;

      o     ability to recover sufficient amounts on acquired portfolios;

      o     a decrease  in  collections  if  bankruptcy  filings  increase or if
            bankruptcy laws or other debt collection laws change;

      o     changes in government regulations that affect the Company's ability
            to collect sufficient amounts on its acquired or serviced
            receivables;

      o     the Company's ability to retain the services of recovery partners;

      o     changes in the credit or capital markets, which affect the Company's
            ability  to borrow  money or raise  capital to  purchase  or service
            defaulted consumer receivables;

      o     the degree and nature of the Company's competition; and

      o     our  ability  to respond to  changes  in  technology  and  increased
            competition;

      o     the risk factors listed from time to time in the Company's filings
            with the Securities and Exchange Commission.

Overview

The  Company is engaged in the  purchase  and  recovery  of  defaulted  consumer
receivables. These receivables are acquired at deep discounts and outsourced for
collections on a contingency  basis. The Company also manages Ramco Income Fund,
Ltd, a Bermuda domiciled mutual fund with $3.1 million in invested capital.  The
Company  continues  to  seek  additional   capital  to  invest  into  additional
portfolios but it cannot provide any assurances that it will be able to raise or
generate such capital.


                                       17
<PAGE>

RESULTS OF OPERATIONS

Overview

The  Company  continues  to  execute  its  long  term  strategy.   With  several
relationships in place with debt sellers, the Company is now in discussions with
several  lenders  for a credit  facility  which will allow us to acquire  larger
portfolios  although it cannot provide any guarantees that it will be successful
in any obtaining any such credit  facility or finalizing  any such  acquisition.
The following table summarizes collections, revenues, operating expenses, income
before taxes and fully diluted net income.

<TABLE>
<CAPTION>
                                                   Three Months Ended March 31, 2005
                                         -----------------------------------------------------
                                             2005            2004         $ Change   % Change
                                         -----------------------------------------------------
<S>                                       <C>             <C>            <C>             <C>
         Net Collections                  $ 162,438       $ 215,109      ($ 52,671)     -24%

         Finance Income                   $  77,144       $ 127,791      ($ 50,647)     -66%
           as a % of Collections                 47%             59%

         Servicing Income                 $  38,056       $       0      $  38,056

         Operating Expenses               $ 101,583       $  56,656      $  44,927        79%

         Income Before Taxes              ($    680)      $  71,319      ($ 71,999)      101%

         Fully Diluted EPS                ($  0.001)      $   0.003      ($  0.004)      133%
</TABLE>

Revenue

The Company  generated  $115,200 in revenue  during the quarter  ended March 31,
2005 versus $127,200 for quarter ended March 31, 2004 and $231,235 for the first
quarter ended  December 31, 2004.  Total revenue for the quarter ended March 31,
2005 included  $77,144  finance  income and $38,056  servicing  income.  Finance
income  declined by 66% or $50,647  compared to the quarter ended March 31, 2004
and 32% or $36,600  compared to the quarter ended  December 31, 2004.  Servicing
income  increased  sequentially  by 27%. The Company did not have any  servicing
income in the quarter ended March 31, 2004.  Finance income was lower during the
quarter  because the company  carried  only one  portfolio  on an accrual  basis
versus two  portfolios  in the  Quarters  ended March 31, 2004 and  December 31,
2004.  During the quarter,  the Company  acquired two  portfolios  and the third
tranche of a forward flow that are being carried on a cost recovery  basis.  The
Company  collected  $162,438  during the quarter but recognized  only $77,144 as
revenues. As a percentage,  recognized revenue (finance income) was 47% of total
cash collected. Beginning the third quarter, the management expects to apply the
interest rate method to the portfolios acquired during the current quarter.

Operating Expenses

Total operating expenses increased by 79% to $101,583 for the three months ended
March  31,  2005  versus  $56,656  for the  quarter  ended  March  31,  2004 and
sequentially  declined by 37% when compared to quarter ended  December 31, 2004.
The increase in operating expenses during the current quarter versus the quarter
ended March 31,  2004 was due to full  absorption  of  servicing  subsidiary  in
California  and  hiring  of  additional  personnel.  Expenses  incurred  towards
collection, California office and professional fees accounted for $61,900 of the
total  expenses.  The  Company  does not expect  the  overall  expenses  to rise
materially for the remainder of the year.


                                       18
<PAGE>

Rent and Occupancy

Rent and  occupancy  expenses  were $8,033 for the three  months ended March 31,
2005 versus $9,000 for the Quarter ended March 31, 2004.

Depreciation

      The Company did not record any  depreciation  expense for the three months
ended March 31, 2005.

Purchase of defaulted receivables

      During  the three  months  ended  March 31,  2005,  the  Company  acquired
defaulted  consumer  receivables  portfolios with aggregate face value amount of
$8,992,235 at a cost of $487,278.  As a part of its  strategy,  the Company does
not do any in-house collection,  but outsources collection to carefully selected
specialist debt collection agencies.  The Company is currently working with four
collection  agencies on a contingency  basis.  The contingency fees averaged 27%
during the quarter.

Portfolio Data

The following  table shows the Company's  portfolio  buying  activity during the
quarter,  among other things,  the purchase price,  actual cash  collections and
estimated cash collection as of March 31, 2005.

<TABLE>
<CAPTION>
Purchase Period       Purchase Price(1)       Actual Cash Collections (2)     Estimated (3)
<S>                       <C>                     <C>                          <C>
   12/31/2003             $569,070                $962,338                     $682,796
   4/19/2004               $31,317                 $24,963                      $55,567
   12/31/2004             $100,444                 $11,813                     $214,184
   2/28/2005               $81,122                  $9,591                     $173,887
   1/25/2005              $233,330                  $1,363                     $432,687
   3/11/2005              $172,827                                             $344,594
</TABLE>

(1)   Purchase  price  refers to the cash paid to a seller to acquire  defaulted
      receivables,  plus certain capitalized  expenses,  less the purchase price
      refunded by the seller due to the return of  non-compliant  accounts (also
      defined   as   buybacks).   Non-compliant   refers   to  the   contractual
      representations  and warranties between the seller and the Company.  These
      representations  and warranties  from the sellers  generally cover account
      holders'  death or bankruptcy  and accounts  settled or disputed  prior to
      sale. The seller can replace or repurchase these accounts.

(2)   Actual cash collections net of recovery cost or sale.

(3)   Total  estimated  collections  refers  to  the  actual  cash  collections,
      including cash sales, plus estimated  remaining  collections.  The Company
      will take an  impairment  charge if the  actual  recoveries  fall short of
      expect recoveries.

When the Company acquires a portfolio of defaulted receivables, it estimates the
expected recovery of the portfolio. A 60 month projection of cash collections is
created for each portfolio.  Only after the portfolio has  established  probable
and estimable  performance in excess of projections will the accretable yield be
increased and recognized as revenue.  If actual cash  collections  are less than
the original forecast,  the Company will take an impairment  charge.  Collection
activities  commence within 30 days of purchase,  which allows for adequate time
to scrub the portfolio for deceased, settled,  incarcerated and bankruptcy filed
accounts.  For modeling and revenue  recognition  purposes,  the company uses 15
calendar days.


                                       19
<PAGE>

Recovery Partners

The Company  outsources all its recovery  activities to carefully  selected debt
collection agencies and network of collection attorneys with specific collection
expertise.  The company is currently using four collection  agencies and several
law firms in the U.S. and U.K.  The average  contingent  collections  fee is 30%
which rises during the later years of recovery.

Seasonality

Collections  tend to be higher in the first and second  quarters of the year and
lower in the third and  fourth  quarter  of the year,  due to  consumer  payment
patterns in connection with seasonal employment,  income tax refunds and holiday
spending habits.

Currency Risk

The  Company  plans to acquire  defaulted  receivable  portfolios  in the United
Kingdom and such purchase may expose the company to adverse currency risks.

Liquidity and Capital Resources

As of March 31, 2005, the Company had working capital of $554,026 versus working
capital deficit of ($1,010,159) at March 31, 2004. The improvement is due to the
conversion of all outstanding debt into equity and cash flows from  collections.
Working  capital  sequentially  declined  from  $848,450  in the  quarter  ended
December 31, 2005 due to acquisition of three portfolios during the quarter. The
Company  believes that funds generated from  operations,  together with existing
cash will be sufficient to finance its  operations for the  foreseeable  future.
For the six month  ended  March 31,  2005,  the Company had net cash of $504,793
versus  $131,831 at the end of March 31,  2004.  Net cash  provided by operating
activities  was  $37,069 for the six months  ended  March 31,  2005  compared to
($881,553) provided by operating activities during the six month ended March 31,
2004.  Net cash provided by financing  activities  was ($18,500)  during the six
month ended March 31, 2005 compared to $992,100 during the six month ended March
31, 2004. The Company did not raise any capital  through  issuance of securities
during the six month ended March 31,  2005.  Our primary  investing  activity to
date has been the purchase of charged-off consumer receivable portfolios. During
the quarter ended March 31, 2005, we invested  $487,278 in three portfolios with
a face value of approximately $9 million.

Cash generated from operations is depended upon the Company's ability to collect
on its defaulted  consumer  receivables.  Many  factors,  including the economy,
purchase price and the Company's  ability to retain the services of its recovery
partners,  are essential to generate cash flows.  Fluctuations  in these factors
that cause a negative  impact on the  Company's  business  could have a material
negative  impact on its  expected  future cash flows.  During the  quarter,  the
Company  generated  approximately  $162,438  from  collections  and $38,056 from
servicing.

The  Company  believes  that funds  generated  from  operations,  together  with
existing cash will be sufficient to finance its operations  for the  foreseeable
future  The  Company  continues  to work  with a capital  provider  for a credit
facility that would allow the company to make larger  portfolio  acquisitions in
the  near  future.  There  is  no  assurance  that  the  negotiations  would  be
successful.

Income Taxes

We recorded an income tax provision of $20,583 for the six month ended March 31,
2005. The provision reflects an effective tax rate of 30%.


                                       20
<PAGE>

Contractual Obligation

The Company entered into a 12 month lease with H&Q Global Services at $2,550 per
month plus variable expenses that include telecommunication, copier, postage and
delivery charges.

Market Outlook for Charged-off Receivables

Recently there has been a substantial inflow of capital into this business which
has resulted in  significant  increase in prices paid. We expect that over time,
many of these new entrants to the market,  whose  business model may be based on
less than a  multi-disciplined  approach to purchasing and collecting,  will not
generate the returns  they  anticipated.  This may then reduce their  ability to
access  capital  and  potentially  may  require  them  to sell  their  remaining
portfolios  and exit the market.  Also,  the sellers are  increasing  turning to
large buyers that has hampered our ability to invest our available cash.

Critical Accounting Policy

The Company  utilizes the interest  method under guidance  provided by the AICPA
issued  Statement of Position  ("SOP") 03-03 to determine  income  recognized on
finance  receivables.

In October 2004, the American  Institute of Certified Public  Accountants issued
Statement of Position ("SOP") 03-03, "Accounting for Loans or Certain Securities
Acquired  in  a  Transfer."  This  SOP  proposes   guidance  on  accounting  for
differences  between  contractual  and  expected  cash flows from an  investor's
initial  investment in loans or debt securities  acquired in a transfer if those
differences are attributable,  at least in part, to credit quality.  This SOP is
effective for loans acquired in fiscal years beginning after March 15, 2005. The
SOP would limit the revenue that may be accrued to the excess of the estimate of
expected  future  cash  flows  over  a  portfolio's  initial  cost  of  accounts
receivable  acquired.  The SOP would require that the excess of the  contractual
cash flows  over  expected  cash flows not be  recognized  as an  adjustment  of
revenue,  expense,  or on the balance  sheet.  The SOP would freeze the internal
rate of return,  referred  to as IRR,  originally  estimated  when the  accounts
receivable are purchased for subsequent  impairment  testing.  Rather than lower
the estimated  IRR if the original  collection  estimates are not received,  the
carrying  value of a portfolio  would be written  down to maintain  the original
IRR.  Increases in expected future cash flows would be recognized  prospectively
through  adjustment  of the  IRR  over a  portfolio's  remaining  life.  The SOP
provides that previously issued annual financial statements would not need to be
restated.  Management is in the process of evaluating  the  application  of this
SOP.

                                  RISK FACTORS

IN  ADDITION  TO OTHER  INFORMATION  IN THIS  REPORT,  YOU SHOULD  CONSIDER  THE
FOLLOWING RISK FACTORS CAREFULLY. THESE RISKS MAY IMPAIR THE COMPANY'S OPERATING
RESULTS AND  BUSINESS  PROSPECTS  AS WELL AS THE MARKET  PRICE OF THE  COMPANY'S
COMMON STOCK.

          PENNY STOCK REGULATIONS AND REQUIREMENTS FOR LOW PRICED STOCK

The SEC adopted  regulations  which  generally  define a "penny stock" to be any
non-Nasdaq equity security that has a market price of less than $5.00 per share,
subject to  certain  exceptions.  Based  upon the price of the  Common  Stock as
currently  traded on the NASDAQ  Bulletin Board,  the Company's  Common Stock is
subject to Rule 15g-9 under the  Exchange  Act which  imposes  additional  sales
practice  requirements on broker-dealers  which sell securities to persons other
than established customers and "accredited  investors." For transactions covered
by this rule, a broker-dealer must make a special suitability  determination for
the purchaser and have received a purchaser's written consent to the transaction
prior to sale. Consequently, this rule may have a negative effect on the ability
of stockholders to sell common shares of the Company in the secondary market.


                                       21
<PAGE>

ITEM 3. CONTROLS AND PROCEDURES

      The Company maintains disclosure controls and procedures that are designed
to ensure that  information  required to be disclosed in the Company's  Exchange
Act reports is recorded,  processed,  summarized  and  reported  within the time
periods specified in the Securities and Exchange  Commission's  rules and forms,
and that such  information  is  accumulated  and  communicated  to the Company's
management,  including its Chief Executive  Officer,  as  appropriate,  to allow
timely decisions regarding required disclosure.  In designing and evaluating the
disclosure controls and procedures,  management recognized that any controls and
procedures,  no  matter  how  well  designed  and  operated,  can  provide  only
reasonable assurance of achieving the desired control objectives, and management
necessarily  was required to apply its judgment in evaluating  the  cost-benefit
relationship of possible controls and procedures.

      As of the end of the period  covered by this report,  the Company  carried
out an  evaluation,  under the  supervision  and with the  participation  of the
Company's  management,  including the Company's Chief Executive  Officer and the
Company's  Principal  Financial  Officer,  of the effectiveness of the Company's
disclosure controls and procedures  pursuant to Exchange Act Rule 13a-14.  Based
on the foregoing,  the Company's Chief Executive Officer and Principal Financial
Officer  concluded that the Company's  disclosure  controls and procedures  were
effective in timely  alerting the Company's  management to material  information
relating to the Company  required to be included in the  Company's  Exchange Act
reports.

              CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

No changes in the Company's internal control over financial  reporting have come
to  management's  attention  during the Company's  last fiscal quarter that have
materially affected,  or are likely to materially affect, the Company's internal
control over financial reporting.

                                     PART II

                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The Company is not a party to any material pending legal  proceedings or, to the
best  of its  knowledge,  a  proceeding  being  contemplated  by a  governmental
authority, nor is any of the Company's property the subject of any pending legal
proceedings  or a proceeding  being  contemplated  by a  governmental  authority
except for the following:

      o     On April 23, 2004, Reliant Industries, Inc., Michael Wong and Debbie
            Wong filed a complaint  with the  Supreme  Court of the State of New
            York  Suffolk  County  against  Biopharmaceuticals,  Inc. and Edward
            Fine.  Biopharmaceuticals,  Inc. is the Company's  former name.  The
            plaintiffs allege that the Company together with the other defendant
            committed fraud,  breach of contract and negligence.  The plaintiffs
            are seeking monetary payments for any loss that they may suffer as a
            result of the alleged  fraud,  breach of contract and  negligence as
            well as legal fees,  punitive damages and costs  disbursements.  The
            Company  denies all  allegations  and  intends to defend this action
            vigorously.


                                       22
<PAGE>

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

         In October  2005,  the Company  issued 24,876 shares of common stock to
         Anna &  Michael  Castoro  as  Satisfaction  of a $5,000  not  issued in
         January 2005. The above offering and sale was deemed to be Exempt under
         rule 506 of  Regulation  D and Section  4(2) of the  Securities  Act of
         1933, as amended.  No advertising or general  solicitation was employed
         in  offering  the  securities.  The  offering  and sale was made to one
         accredited investors and transfer was restricted in accordance with the
         requirements   of  the   Securities   Act  of  1933.   In  addition  to
         representations   by  the   above-referenced   entity,   we  have  made
         independent  determinations  that  the  above-referenced  person  is an
         accredited  or  sophisticated  investor,  and that they were capable of
         analyzing  the  merits  and  risks of their  investment,  and that they
         understood the speculative nature of their investment. Furthermore, the
         investor  was  provided  with  access to our  Securities  and  Exchange
         Commission filings.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

Not Applicable.

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

Not Applicable.

ITEM 5.  OTHER INFORMATION

Not Applicable

ITEM 6.  EXHIBITS

         Exhibits:

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

         31.1           Certification  pursuant to Section  302 of the Sarbanes-
                        Oxley Act of 2002.

         32.1           Certification  pursuant to Section  906 of the Sarbanes-
                        OxleyAct of 2002.


                                       23
<PAGE>

                                   SIGNATURES

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

                                        RECEIVABLE ACQUISITION & MANAGEMENT
                                        CORPORATION

Date:  May 16, 2005

                                        By: /s/ Max Khan
                                            ------------------------------------
                                            Max Khan
                                            Chief Executive Officer
                                            Chief Financial Officer
                                            Director

In  accordance  with the Exchange  Act, this report has been signed below by the
following  persons on behalf of the  registrant and in the capacities and on the
dates indicated:

                                            /s/ Max Khan
                                            ------------------------------------
                                            By: Max Khan
                                            Chief Executive Officer,
                                            Chief Financial Officer and Director
                                            Date: May 16, 2005


                                       24