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

                                   FORM 10-KSB

(Mark One)
[X]  ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE  SECURITIES
     EXCHANGE ACT OF 1934

                    For Fiscal Year Ended: December 31, 2005

                                       OR

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

                  For the transition period from___ to ________

File No. 333-126031

                             Robcor Properties, Inc.
                             -----------------------
                 (Name of small business issuer in our charter)

      Florida                                  7011                   20-3215854
      -------                                  ----                   ----------
(State or other jurisdiction of          (Primary Standard             IRS I.D.
incorporation or organization)      Industrial Classification
                                           Code Number)

3505 Castlegate Ct.
Lexington KY                                                  40502
------------------------------------------                 ----------
  (Address of principal executive offices)                 (Zip Code)

     Registrant's telephone number:  859-268-6264


Securities registered under Section 12(b) of the Act: NONE
                                                      ----

Securities registered under Section 12(g) of the Act:
Common Stock, no par value per share
------------------------------------


                                       1
<PAGE>


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

     Check if there is no disclosure  of  delinquent  filers in response to Item
405 of Regulation SB is not  contained in this form,  and no disclosure  will be
contained,  to the  best of  registrant's  knowledge,  in  definitive  proxy  or
information statements incorporated by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB. [ ]

     State issuer's revenues for its most recent fiscal year: $88,305

     State the aggregate market value of the voting and non-voting common equity
held by  non-affiliates  computed by  reference to the price at which the common
equity was sold, or the average bid and asked prices of such common  equity,  as
of a specified  date within the past 60 days.  (See  definition  of affiliate in
Rule 12b-2 of the Exchange Act.) As of February 6, 2006: None

     Note:  If  determining  whether a person is an  affiliate  will  involve an
unreasonable  effort and expense,  the issuer may calculate the aggregate market
value of the common  equity held by  non-affiliates  on the basis of  reasonable
assumptions, if the assumptions are stated.

     ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PAST FIVE YEARS

     Indicate  by check mark  whether  the issuer  has filed all  documents  and
reports  required  to be filed by Section  12, 13 or 15(d) of the  Exchange  Act
after the  distribution of securities under a plan confirmed by a court. Yes [ ]
No [ ]

                    APPLICABLE ONLY TO CORPORATE REGISTRANTS

     State the number of shares  outstanding of each of the issuer's  classes of
common equity, as of the latest  practicable date:  25,410,000 as of February 6,
2006

                       DOCUMENTS INCORPORATED BY REFERENCE

     If the following documents are incorporated by reference,  briefly describe
them and identify the part of the Form 10-KSB (e.g., Part I, Part II, etc.) into
which the document is incorporated:  (1) any annual report to security  holders;
(2) any proxy or information statement; and (3) any prospectus filed pursuant to
Rule 424(b) or (c) of the Securities Act of 1933 ("Securities  Act"). The listed
documents should be clearly described for identification  purposes (e.g., annual
report to security holders for fiscal year ended December 24, 1990).


                                       2
<PAGE>


     No documents are  incorporated by reference into this Annual Report on Form
10-KSB.

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


                                       3
<PAGE>


TABLE OF CONTENTS

Part I                                                                     5
Item 1. Description of Business                                            5
Item 2. Description of Property                                            7
Item 3. Legal Proceedings                                                  12
Item 4. Submission of Matters to a Vote of Security Holders                12

PART II                                                                    12
Item 5. Market for Common Equity and Related Stockholder Matters           12
Item 6. Management's Discussion and Analysis or Plan of Operation          14
Item 7. Financial Statements                                               17
Item 8. Changes In and Disagreements With Accountants on Accounting
and Financial Disclosure                                                   27

PART III                                                                   27
Item 9. Directors, Executive Officers, Promoters and Control
Persons; Compliance With Section 16(a) of the Exchange Act.                27
Item 10. Executive Compensation                                            28
Item 11. Security Ownership of Certain Beneficial Owners and Management    29
Item 12. Certain Relationships and Related Transactions                    30
Item 13. Exhibits and Reports on Form 8-K                                  31
Item 14. Controls and Procedures                                           31


                                       4
<PAGE>


Part I

Item 1. Description of Business.
Robcor  Properties,  Inc.  is a  Florida  corporation  formed  on May 6, 2005 to
acquire all the interests of Robcor,  LLC, a Kentucky limited liability company.
Robcor, LLC is now our wholly-owned subsidiary.

Under the exchange agreement, upon formation we issued 25,000,000 shares of our
common stock to acquire all 100 member interests in Robcor, LLC.

Through Robcor, LLC, we own two pieces of property, the IMM Building, 261 - 289
Bluesky Parkway, Lexington, KY and Skilton Paving & Construction building at 293
- 301 Bluesky Parkway, Lexington KY.

Mr. Heitz is not currently actively looking for industrial or other investment
properties, but he would consider any attractive real estate opportunity that he
identified while engaged in his other business activities. His experience in
real estate investment is as follows: Since 1978, he has purchased and sold 12
commercial properties.

The Area
--------

The greater Lexington KY area has a population of approximately 260,000.
Residential growth has been concentrated toward the southeastern portion of the
city. Industrial growth has been concentrated toward the northwestern portion of
the city.

The neighborhood boundaries in which our properties are located are generally
described as industrial and commercial development in the Blue Sky development
south of an I-75 interchange located in the southeastern part of the city.

The neighborhood is comprised of a mixture of agricultural, residential,
industrial, and commercial properties. The Blue Sky Industrial Park is the
primary industrial sector of the neighborhood and has developed over the years
beginning in the middle 1970's. Properties range in size from less than 5,000
square feet to over 25,000 square feet with a predominant building size of less
than 10,000 square feet. The buildings range in age from new to over 25 years
old and are predominantly owner occupied in nature. As a result of the extent of
development within the park, there is a very limited supply of industrial land
available for development.

Commercial properties are located along Athens-Boonesboro Road, or Highway 429,
with heavy concentration along the intersection with Interstate 75. Property
types include convenience stores, motels, and restaurants with recent new
construction near I-75. There are also a few professional offices located along
Athens Boonesboro Road in front of the industrial park.


                                       5
<PAGE>


Agricultural properties consist of small to large farms with a mixture of horse
farms, livestock and crop producing properties. Farms bordering
Athens-Boonesboro Road are presently in transition from agricultural to
commercial or residential uses.

Full utilities are available in the neighborhood including water, sanitary
sewer, electricity, and natural gas. Sanitary Sewer service is self-contained in
the Blue Sky Industrial Park. The topography of the area is level to gently
rolling throughout this neighborhood area. The neighborhood is well served by
adequate transportation routes including Interstate 75 and Athens-Boonesboro
Road.

The IMM Building
----------------

This property is an office/warehouse containing 19,418 square feet of building
area. According to the Fayette County Property Valuation Administration, the
building was built in 1977. An addition was constructed in the 1990's. However,
significant renovation occurred in 2003 with new ceilings in the office area,
new lighting, updated bathrooms, new painting, and new heat and cooling for the
warehouse area. Adjoining properties are other industrial properties.

The building is divided with office and shop space. There are two floors of
offices containing 8,268 square feet. There are many private offices, restrooms,
and conference rooms in the office area. There is 8,900 square feet of warehouse
space. There is 2,250 square feet in the truck wash area. There is a 2,700
square foot mezzanine with some shop offices in this area.

According to the Fayette County public records, the property is currently owned
by Robcor, LLC which purchased the property from BFI Waste Systems of North
America, Inc. on March 28, 2003, for a stated consideration of $525,000. This
transaction was an arm's-length transaction.

This property is currently leased to Industrial Machinery Services, LLC, a
Kentucky limited liability company. The lease is for a term of 5 years,
commencing September 1, 2004. The monthly rental is $3,500. There are no renewal
provisions. The tenant has a right of first refusal to purchase the premises for
a price of $800,000 if we intend to sell the property on or before September
2009.

This property is currently subject to a mortgage with Community Trust Bank, Inc.
in the original principal amount of $410,700. The mortgage note provides for
monthly payments of principal and interest in the amount of $2,544, adjusted
monthly based upon the prime rate as defined in the mortgage note, not to exceed
6.25% per annum. The monthly payments are based upon a 20 year amortization
period. All unpaid principal and interest is due January 28, 2009. The mortgage
note is personally guaranteed by our president and director Mike Heitz and his
wife Viola Heitz.

The Skilton Paving & Construction Building
------------------------------------------


                                       6
<PAGE>

This building is an office/warehouse containing 17,141 square feet of building
area. According to the Fayette County Property Valuation Administration, the
building was built in 1977. Additions were done in the late 1980's. Adjoining
properties are other industrial properties.

The building is divided with office and shop space. The office is one to two
floors. Of this, 5,858 square feet or 34% is office. There are many private
offices, restrooms, and conference rooms in the office area. There are three
1/2-baths and a Jacuzzi tub. The remainder is warehouse space with most being 20
feet. It is clear span. There is 2,640 square feet of two-story space with 10'
in each floor.

According to the Fayette County public records, the property is currently owned
by Robcor, LLC which purchased the property from Skilton Paving & Construction
Company, Inc. on March 9, 2005, for a stated consideration of $504,000. This
transaction was an arm's-length transaction.

This property is currently leased to Skilton Construction, LLC, a Kentucky
limited liability company and GKT Enterprises, LLC, a Kentucky limited liability
company. The lease is for a term of 3 years commencing March 9, 2005. The
monthly rent is based upon the prime lending rate as established by Community
Trust Bank in Lexington KY on the twenty-fifth day of the preceding month.
Commencing rent is based upon a rate of 5.25% at which the monthly rent is
$4,500. For each one-quarter point increase in the rate, the rent increases $75
per month. For each one-quarter point decrease in the rate, the rent decreases
$75 per month. However, the monthly rent shall never be less than $4,500 or more
than $4,800. The tenant has a right of first refusal to purchase the premises
upon the same terms and conditions as contained in a bonafide offer received by
us. Tenant has 10 days from notice to exercise this right and closing must occur
within 60 days of tenant's notice of intention to exercise this right.

This property is currently subject to a mortgage with Community Trust Bank, Inc.
in the original principal amount of $499,000. The mortgage note provides for
monthly payments of principal and interest in the amount of $3,432.56, adjusted
monthly based upon the prime rate as defined in the mortgage note. There are no
renewal provisions. The monthly payments are based upon a 20 year amortization
period. All unpaid principal and interest is due March 9, 2008. The mortgage
note is personally guaranteed by our president and director Mike Heitz and his
wife Viola Heitz.

Employees
---------

We have one employee, our CEO and President, Mr. Heitz. He currently devotes
approximately 5% of his time to our business and anticipates that during the
next 12 months he will continue to devote approximately 5% of his time to our
business.

Item 2. Description of Property.


                                       7
<PAGE>


We own two pieces of property, the IMM Building, 261 - 289 Bluesky Parkway,
Lexington, KY and Skilton Paving & Construction building at 293 - 301 Bluesky
Parkway, Lexington KY.

These properties are described in detail in "Business."

Competitive Conditions
----------------------

In the industrial park in which our properties are located, there are
approximately 180 buildings, many of which are comparable to our properties
charging comparable rent. As of the date of this prospectus, we believe only
approximately two of these properties are not rented. However, in the case of an
economic downturn in general, or in the Lexington KY area specifically, vacancy
rates in competing properties could increase, which could make it more difficult
for us to re-lease our current properties or to re-lease them at the current
rental rate.

Insurance
---------

Under the leases, tenants are responsible for all insurance on the properties.
We do not carry separate insurance.

Policies
--------

We do not intend further to renovate, improve, or develop our current
properties.

We intend to acquire industrial properties primarily for possible capital gain
rather than for rental income.

Our policy with respect to investments in real estate or interests in real
estate is as follows: Mr. Heitz owns no other similar industrial properties. He
has orally agreed that any industrial properties he locates for purchase will be
purchased by us. We know of no reason this policy will be changes.

Other than our ownership of Robcor, LLC, we do not intend to invest in real
estate mortgages or in securities of or interests in persons primarily engaged
in real estate activities.

Operating Data
--------------

     (a)  Occupancy  rate  expressed as a  percentage  for each of the last five
     years:  There has been 100%  occupancy of the two buildings for each of the
     last five years.

     (b) Number of tenants  occupying ten percent or more of the rentable square
     footage and  principal  nature of business of such tenant:  In 261-289 Blue
     Sky, International Machinery Services occupies more than ten percent of the
     rentable square footage.  Its principal  nature of business is moving heavy
     machinery.  In 293-301 Blue Sky, Skilton Paving and  Construction  occupies
     more than ten percent of the rentable square footage.  Its principal nature
     of business is paving roads.


                                       8
<PAGE>


     (c) The principal  business  carried on in 261-289 Blue Sky is moving heavy
     machinery  and the  principal  business  carried on in 293-301  Blue Sky is
     paving roads, particularly highways.

(d) 261-289 Blue Sky is currently leased to Industrial Machinery Services,  LLC,
a  Kentucky  limited  liability  company.  The  lease  is for a term of 5 years,
commencing September 1, 2004. The monthly rental is $3,500. There are no renewal
provisions. The tenant has a right of first refusal to purchase the premises for
a price of  $800,000 if we intend to sell the  property  on or before  September
2009.  293-301  Blue Sky is  currently  leased to Skilton  Construction,  LLC, a
Kentucky limited liability company and GKT Enterprises,  LLC, a Kentucky limited
liability company.  The lease is for a term of 3 years commencing March 9, 2005.
The  monthly  rent is based  upon  the  prime  lending  rate as  established  by
Community  Trust Bank in Lexington KY on the  twenty-fifth  day of the preceding
month.  Commencing  rent is based upon a rate of 5.25% at which the monthly rent
is $4,500.  For each one-quarter  point increase in the rate, the rent increases
$75 per  month.  For each  one-quarter  point  decrease  in the  rate,  the rent
decreases  $75 per month.  However,  the  monthly  rent shall never be less than
$4,500 or more than $4,800.  The tenant has a right of first refusal to purchase
the premises upon the same terms and conditions as contained in a bonafide offer
received  by us.  Tenant  has 10 days from  notice to  exercise  this  right and
closing  must occur  within 60 days of tenant's  notice of intention to exercise
this right.

     (d) The average effective annual rental per square foot or unit for each of
     the last five years  prior to the date of  filing:  The  average  effective
     annual  rental per square  foot is $2.16 per foot at 289 Blue Sky  Parkway.
     The average  effective  annual rental per square foot is $3.33 for 301 Blue
     Sky Parkway.

     (e) Schedule of the lease  expirations  for each of the ten years  starting
     with the year in which the registration statement is filed, stating (i) the
     number of tenants  whose leases will expire,  (ii) the total area in square
     feet covered by such leases,  (iii) the annual rental  represented  by such
     leases,  and (iv) the percentage of gross annual rental represented by such
     leases:

          i. 289 Blue Sky  Parkway is  expiring  on August 31, 2009 for the sole
     tenant.
          301 Blue Sky Parkway is expiring on March 8, 2008 for the sole tenant.

          ii. The total  number of square  feet for 289 Blue Sky is 18,000.  The
          total number of square feet for 301 Blue Sky is 15,000.

          iii.  The annual  rental for 289 Blue Sky is  $42,000,  and the annual
          rent for 301 is between $54,000 and $57,600 based on the prime lending
          rate.


                                       9
<PAGE>


Each of the properties and components thereof upon which depreciation is taken,
setting forth the (i)The federal tax depreciation basis on both properties is
the cost of the property less land. The tax basis for 289 Blue Sky is 325,200
and the tax basis for 301 Blue Sky is 453,600. (ii) The rate of depreciation for
both properties is 2.564% per year, (iii) The depreciation method used on both
properties is straight line. (iv)The life claimed with respect to such property
or component thereof for purposes of depreciation is 39 years.


The following schedule presents unaudited estimated taxable operating results
before dividends paid deduction for Industrial Building Properties for which
Robcor had acquired as of March 31, 2005. The statement presents unaudited
estimated taxable operating results for Industrial Building Properties as if the
Properties (i) had been acquired the earlier of (a) the actual date acquired by
Robcor or (b) January 1, 2005 and (ii) and been operational during the period
January 1, 2005 through December 31, 2005. The schedule should be read in light
of the accompanying footnotes.

These estimates do not purport to present actual or expected operations of
Robcor for any period in the future. The estimates were prepared on the basis
described in the accompanying notes which should be read in conjunction
herewith.


                                                                 Industrial
                                                                  Building
                                                                Portfolio One
                                                               Properties (1)
                                                               ----------------
Estimated Taxable Operating Results Before
Dividends Paid Deduction:
--------------------------------------------------------------------------------
Rental Income                                                  $        99,080
--------------------------------------------------------------------------------
Property Operating Expenses (2)                                             (0)
--------------------------------------------------------------------------------
Real Estate Taxes (2)                                                       (0)
--------------------------------------------------------------------------------
Interest Expense (5), (6)                                              (55,198)
--------------------------------------------------------------------------------
General and Administrative Expenses                                    (63,484)
                                                               ----------------
--------------------------------------------------------------------------------
Estimated Cash Available from Operations                              (19,602)
--------------------------------------------------------------------------------
Depreciation and Amortization Expense (4)                              (20,454)
                                                               ----------------
--------------------------------------------------------------------------------
Estimated Taxable Operating Results Before                     $      (40,056)
Dividends Paid Deduction
                                                               ----------------


                                       10
<PAGE>


(1)  The 289 Blue Sky and 301 Blue Sky Properties are hereinafter referred to as
     "Industrial Building Portfolio."

(2)  The  Industrial  Buildings  are leased on a "gross" basis for three to five
     years.   The  tenants  are  responsible  for  property  taxes,   government
     assessments and insurance. The two Industrial Buildings have a total of two
     tenants and the buildings are managed by Robcor.


(4)  The federal income tax basis of the  depreciable  portion of the Industrial
     Building  Portfolio is $797,700 for  buildings.  Buildings are  depreciated
     using the straight-line method over 39 years.

(5)  In connection  with the  acquisition  of the 289 Blue Sky Property,  Robcor
     borrowed  $410,700 from a commercial  lender.  The loan bears interest at a
     variable rate and requires  principal and interest  payments until maturity
     on January 28, 2009.


(6)  In connection  with the  acquisition  of the 301 Blue Sky Property,  Robcor
     borrowed  $499,000 from a commercial  lender.  The loan bears interest at a
     variable  interest rate and requires  principal and interest payments until
     maturity on March 9, 2008.


     (f)  The realty tax rate,  annual realty taxes and  estimated  taxes on any
          proposed  improvements:  This  information is not relevant in that the
          realty  tax is paid  by the  tenants  based  on the  triple-net  lease
          agreements  on both  properties.  However,  for  the  year  2005:  IMM
          building  is taxed  based upon  appraised  value for tax  purposes  of
          $525,000.00  at the tax rate of .8405 for $4,413.63 a year and Skilton
          building  is taxed  based upon  appraised  value for tax  purposes  of
          $504,000.00  at the tax  rate  of  .8405  for  $4,236.12  a  year.  No
          improvements are proposed.

     All insurance is carried by the tenants.  In the opinion of the  management
     of the registrant the properties are adequately covered by insurance.

      Executive Offices
      -----------------

      Our executive offices are located in the home of our president and are
      provided to us at no cost.


                                       11
<PAGE>


Item 3. Legal Proceedings.

None

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

None

Part II

Item 5. Market for Common Equity and Related Stockholder Matters.

Market Information
------------------

There is no established public trading market for our securities and a regular
trading market may not develop, or if developed, may not be sustained. A
shareholder in all likelihood, therefore, will not be able to resell his or her
securities should he or she desire to do so when eligible for public resales.
Furthermore, it is unlikely that a lending institution will accept our
securities as pledged collateral for loans unless a regular trading market
develops. We have no plans, proposals, arrangements, or understandings with any
person with regard to the development of a trading market in any of our
securities.

Options, Warrants, Convertible Securities
-----------------------------------------

There are no options, warrants or convertible securities outstanding.

Penny Stock Considerations
--------------------------

Our shares will be "penny stocks" as that term is generally defined in the
Securities Exchange Act of 1934 to mean equity securities with a price of less
than $5.00. Our shares thus will be subject to rules that impose sales practice
and disclosure requirements on broker-dealers who engage in certain transactions
involving a penny stock.

Under the penny stock regulations, a broker-dealer selling a penny stock to
anyone other than an established customer or accredited investor must make a
special suitability determination regarding the purchaser and must receive the
purchaser's written consent to the transaction prior to the sale, unless the
broker-dealer is otherwise exempt. Generally, an individual with a net worth in
excess of $1,000,000, or annual income exceeding $100,000 individually or
$300,000 together with his or her spouse, is considered an accredited investor.
In addition, under the penny stock regulations the broker-dealer is required to:


                                       12
<PAGE>


     o Deliver,  prior to any transaction  involving a penny stock, a disclosure
     schedule  prepared by the Securities and Exchange  Commissions  relating to
     the penny stock market,  unless the  broker-dealer  or the  transaction  is
     otherwise exempt;

     o Disclose  commissions  payable to the  broker-dealer  and our  registered
     representatives and current bid and offer quotations for the securities;

     o Send monthly statements disclosing recent price information pertaining to
     the penny  stock held in a  customer's  account,  the  account's  value and
     information regarding the limited market in penny stocks; and

     o Make a special written  determination  that the penny stock is a suitable
     investment for the purchaser and receive the purchaser's  written agreement
     to the transaction,  prior to conducting any penny stock transaction in the
     customer's account.

Because of these regulations, broker-dealers may encounter difficulties in their
attempt to sell shares of our common stock, which may affect the ability of
selling shareholders or other holders to sell their shares in the secondary
market and have the effect of reducing the level of trading activity in the
secondary market. These additional sales practice and disclosure requirements
could impede the sale of our securities, if our securities become publicly
traded. In addition, the liquidity for our securities may be decreased, with a
corresponding decrease in the price of our securities. Our shares in all
probability will be subject to such penny stock rules and our shareholders will,
in all likelihood, find it difficult to sell their securities.

OTC Bulletin Board Qualification for Quotation
----------------------------------------------

To have our shares of common stock on the OTC Bulletin Board, a market maker
must file an application on our behalf in order to make a market for our common
stock. We have been issued a trading symbol - ROBP - but no trading has yet
commenced.

Sales of our common stock under Rule 144.
-----------------------------------------

As of December 31, 2005, there are 410,000 shares of our common stock held by
non-affiliates and 25,000,000 shares of our common stock held by affiliates that
Rule 144 of the Securities Act of 1933 defines as restricted securities. We have
registered 410,000 of these shares in a registration statement. No Shares have
been sold pursuant to Rule 144 of the Securities Act of 1933; and as of December
31, 2005, there are no shares held by affiliates eligible for resale under 144.

As our registration statement was declared effective, the shares of our common
stock being offered by our selling shareholders are freely tradable without
restrictions under the Securities Act of 1933, except for any shares held by our
"affiliates," which will be restricted by the resale limitations of Rule 144
under the Securities Act of 1933.

In addition to the shares available for resale under our registration statement,
as a result of the provisions of Rule 144, all restricted securities could be
available for sale in a public market, if developed, beginning May, 2006, The
availability for sale of substantial amounts of common stock under Rule 144
could reduce prevailing prices for our securities.


                                       13
<PAGE>


Holders
-------

As of the date of this filing, we had approximately 42 shareholders of record of
our common stock.

Dividends
---------

We have not declared any cash dividends on our common stock since our inception
and do not anticipate paying such dividends in the foreseeable future. We plan
to retain any future earnings for use in our business. Any decisions as to
future payments of dividends will depend on our earnings and financial position
and such other facts, as the Board of Directors deems relevant.

Item 6. Management's Discussion and Analysis or Plan of Operation.

SPECIAL INFORMATION REGARDING FORWARD LOOKING STATEMENTS

Some of the statements in this Form 10K-SB are "forward-looking statements."
These forward-looking statements involve certain known and unknown risks,
uncertainties and other factors which may cause our actual results, performance
or achievements to be materially different from any future results, performance
or achievements expressed or implied by these forward-looking statements. These
factors include, among others, the factors set forth above under "Risk Factors."
The words "believe," "expect," "anticipate," "intend," "plan," and similar
expressions identify forward-looking statements. We caution you not to place
undue reliance on these forward-looking statements. We undertake no obligation
to update and revise any forward-looking statements or to publicly announce the
result of any revisions to any of the forward-looking statements in this
document to reflect any future or developments.

Overview
--------

Robcor Properties, Inc. through Robcor, LLC, owns two pieces of property, the
IMM Building, 261 - 289 Bluesky Parkway, Lexington, KY and Skilton Paving &
Construction building at 293 - 301 Bluesky Parkway, Lexington KY.

We derived all our revenues from these two properties. The tenants of our
properties are required to pay all expenses. Thus, our income is derived from
rents and our expenses are essentially related to debt payments.


                                       14
<PAGE>


Years Ended December 31, 2005 and 2004

                                               2005          2004
                                          -----------   ------------

Rent revenue                              $    88,305    $    14,000
Rent revenue from related party                               28,646
                                          -----------   ------------
Total revenue                                  88,305         42,646
                                          -----------   ------------

Our revenue increased due to the fact we purchased another rental property
in 2005.

General and administrative                     63,484          5,718

This expense increased due to professional
expenses .

Depreciation expense                           31,500         17,500
                                          -----------   ------------
This expense increased due to the fact we acquired additional property
in 2005.

Accordingly, we had the following total expenses and net operating
income:

Total expenses                                 94,984         23,218
                                          ------------   -----------
         Net operating income (loss)           (6,679)        19,428

Our interest expense increased as follows due to the fact we acquired additional
rental property in 2005.

Interest expense                                47,254        19,325
                                          ------------   -----------

Based upon the foregoing, we had a loss in fiscal year 2005 compared to
a gain in fiscal year 2004, as follows:

Net income (loss)                         $   (53,933)   $       103
                                          ============   ============


We anticipate our primary expense, interest expense to rise if interest rates
rise, to stay constant if interest rates stay constant and to fall if interest
rates fall as interest rates are adjusted monthly based upon the prime rate as
defined in the mortgage notes. Our monthly rental is fixed on the IMM Building
but varies with interest rate variations on the Skilton Paving Building. Our
operating expenses should remain constant.

If our leases expire and the tenants are then current in their obligations, we
anticipate we will renew the leases at the then prevailing market rates. If our
leases expire and the tenants are not then current in their obligations, we
anticipate we will secure new tenants with leases at the then prevailing market
rates.


                                       15
<PAGE>

Although we have no current plans, arrangements or agreements to acquire
additional industrial rental properties, if we find attractive industrial rental
properties in the Lexington KY area, we may attempt to acquire them. As we will
be a public company, we anticipate being able to use some of our common stock in
connection with these acquisitions.

Liquidity and Capital Resources
-------------------------------

The IMM property is currently subject to a mortgage with Community Trust Bank,
Inc. in the original principal amount of $410,700. The mortgage note provides
for monthly payments of principal and interest in the amount of $2,544, adjusted
monthly based upon the prime rate as defined in the mortgage note, not to exceed
6.25% per annum. The monthly payments are based upon a 20 year amortization
period. All unpaid principal and interest is due January 28, 2009. The mortgage
note is personally guaranteed by our president and director Mike Heitz and his
wife Viola Heitz.

The Skilton Paving property is currently subject to a mortgage with Community
Trust Bank, Inc. in the original principal amount of $499,000. The mortgage note
provides for monthly payments of principal and interest in the amount of
$3,432.56, adjusted monthly based upon the prime rate as defined in the mortgage
note. The monthly payments are based upon a 20 year amortization period. All
unpaid principal and interest is due March 9, 2008. The mortgage note is
personally guaranteed by our president and director Mike Heitz and his wife
Viola Heitz.

Our current monthly rental received on each property is sufficient to pay the
debt service on each property plus our operating expenses. We do not anticipate
any additional borrowing in connection with these two properties in the future.
We rely upon rental income to make payments on the mortgage debts on the
properties. Based upon our knowledge and experience of the industrial rental
real estate market in Lexington KY in general and in the area in which our
properties are located specifically, we believe that the de minimus vacancy rate
for comparable properties in the area in which our properties are located and
the demand for these types of rental properties in that area specifically and in
Lexington KY in general mitigates any concentration of credit risk associated
with the sole tenant of each of our buildings. Any concentration of credit risk
that may exist is further mitigated because ultimately the debts on these
properties are personally guaranteed by our officer and director, Michael Heitz,
and his wife. If the tenants do not pay rent and thereafter if Mr. Heitz is
required to make payments under his guarantee on the related mortgage debt and
fails to do so, the mortgage lender would have the right to foreclose on the
property for which the debt was in default.

Our accountants have stated that we have suffered losses from the current period
and have negative working capital which raises substantial doubt about our
ability to continue as a going concern. Management plans to infuse capital as
needed until a positive cash flow is achieved by reducing operating costs.


                                       16
<PAGE>

We are currently seeking and are engaged in discussions concerning various
methods by which we could increase shareholder value through acquisitions or
other similar transactions. An acquiree may wish to acquire all or a significant
portion of management's stock in any such transaction. It is our current intent
to continue our existing business for some period of time after such a
transaction, if such a transaction occurs. However, we may choose not to do so,
depending upon negotiations with third parties concerning the transaction. In
the fourth quarter of 2005 and the first quarter of 2006, we engaged in oral
discussions with three parties indicating an interest in entering into such a
transaction. The first party failed to deposit the required funds in escrow with
their law firm and we do not intend to further pursue such transaction. The
second party indicated they had no interest in pursuing the transaction unless
our shares had actually traded on the over-the-counter bulletin board, which
they have not. If and when our securities have actually traded on the
over-the-counter bulletin board, we may resume discussions with such party.
There has been no written proposal with respect to the third party. Nothing was
ever reduced to writing concerning any of these transactions. We have no binding
written or oral agreements, commitments or understandings concerning any such
transaction as of December 31, 2005.

Item 7. Financial Statements.

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors
   Robcor Properties, Inc.
   Lexington, Kentucky

We have audited the accompanying balance sheet of Robcor Properties, Inc. as of
December 31, 2005 and the related statements of operations, stockholders'
equity, and cash flows for the years ended December 31, 2005 and 2004. These
financial statements are the responsibility of Robcor Properties, Inc. Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Robcor Properties, Inc. as of
December 31, 2005, and the results of its operations and its cash flows for the
periods described in conformity with accounting principles generally accepted in
the United States of America.

The accompanying financial statements have been prepared assuming that Robcor
Properties, Inc. will continue as a going concern. As discussed in Note 2 to the
financial statements, Robcor Properties, Inc. has suffered losses in the current
period from operations and has negative working capital, which raises
substantial doubt about its ability to continue as a going concern. Management's
plans regarding those matters are described in Note 2. The financial statements
do not include any adjustments that might result from the outcome of this
uncertainty.


MALONE & BAILEY, PC
www.malone-bailey.com
Houston, Texas

February 3, 2006


                                       17
<PAGE>


                             ROBCOR PROPERTIES, INC.
                         (formerly known as Robcor, LLC)
                                  BALANCE SHEET
                                December 31, 2005


                                     ASSETS
Current Assets
  Cash                                                                $   6,261
                                                                      ---------
         Total current assets                                             6,261

Buildings, net of accumulated
  depreciation of $62,125                                               966,875
                                                                      ---------
         Total Assets                                                 $ 973,136
                                                                      =========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
  Accounts payable                                                    $  42,480
  Mortgage payable - short term portion                                  25,119
                                                                      ---------
         Total Current Liabilities                                       67,599

Long Term Liabilities
  Deposit payable                                                         4,500
  Mortgage payable - long term portion                                  837,111
                                                                      ---------
         Total Liabilities                                              909,210
                                                                      ---------
Stockholders' Equity
  Preferred stock; no par value, 20,000,000 shares
  authorized, none issued and outstanding                                    --
  Common stock; no par value, 1,000,000,000 shares
   authorized, 25,410,000 issued and outstanding                        126,787
  Accumulated deficit                                                   (62,861)
                                                                      ---------
         Total Stockholders' Equity                                      63,926
                                                                      ---------
         TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                   $ 973,136
                                                                      =========


                 See accompanying summary of accounting policies
                       and notes to financial statements.


                                       18
<PAGE>

                             ROBCOR PROPERTIES, INC.
                         (formerly known as Robcor, LLC)
                            STATEMENTS OF OPERATIONS
                      Year Ended December 31, 2005 and 2004


                                                  2005                  2004
                                              ------------          ------------

Rent revenue                                  $     88,305          $     14,000
Rent revenue from related party                         --                28,646
                                              ------------          ------------
Total revenue                                       88,305                42,646
                                              ------------          ------------

General & administrative                            63,484                 5,718
Depreciation expense                                31,500                17,500
                                              ------------          ------------
Total expenses                                      94,984                23,218
                                              ------------          ------------

   Net operating income (loss)                      (6,679)               19,428

Interest expense                                    47,254                19,325
                                              ------------          ------------
Net income (loss)                             $    (53,933)         $        103
                                              ============          ============


Basic and diluted net income
   (loss) per share                           $      (0.00)         $       0.00

Weighted average
  shares outstanding                            25,240,384            25,000,000


                 See accompanying summary of accounting policies
                       and notes to financial statements.


                                       19
<PAGE>

                             ROBCOR PROPERTIES, INC.
                         (formerly known as Robcor, LLC)
                       STATEMENTS OF STOCKHOLDERS' EQUITY
                      Year Ended December 31, 2005 and 2004

<TABLE>
<CAPTION>
                                    Common Stock                   Partners'           Accumulated
                            Shares                  $               Capital               Deficit              Total
                           ----------          ----------          ----------           ----------           ----------
<S>                                <C>             <C>            <C>                 <C>                <C>
Balances at
December 31, 2003                  --                  --             114,472               (9,031)             105,441

Net Loss                           --                  --                  --                  103                  103
                           ----------          ----------          ----------           ----------           ----------
Balances at
December 31, 2004                  --                  --             114,472               (8,928)             105,544

Stock exchange             25,000,000             114,472            (114,472)                  --
Stock issued                  410,000              12,315                  --                   --               12,315

Net loss                           --                  --                  --              (53,933)             (53,933)
                           ----------          ----------          ----------           ----------           ----------
Balances at
December 31, 2005          25,410,000          $  126,787          $       --           $  (62,861)          $   63,926
                           ==========          ==========          ==========           ==========           ==========
</TABLE>

                 See accompanying summary of accounting policies
                       and notes to financial statements.

                                       20
<PAGE>


                             ROBCOR PROPERTIES, INC.
                         (formerly known as Robcor, LLC)
                             STATEMENTS OF CASH FLOW
                      Year ended December 31, 2005 and 2004


                                                          2005          2004
                                                      ---------       ---------
Cash Flows From Operating Activities:
  Net loss                                            $ (53,933)      $     103
  Adjustments to reconcile net loss
    to net cash provided by operating
    activities:
    Depreciation                                         31,500          17,500
    Changes in:
      Accounts receivable                                    --           3,481
      Accounts payable                                   42,480              --

      Accrued interest                                       --          (1,945)
      Deposit payable                                     4,500              --
                                                      ---------       ---------
  Net Cash Provided By
      Operating Activities                               24,547          19,139
                                                      ---------       ---------
Cash Flows From Investing Activities:
    Purchase of building                               (504,000)             --
                                                      ---------       ---------
Cash Flows From Financing Activities:
  Proceeds from mortgage payable                        499,000         410,700
  Payments on mortgage payable                          (25,639)       (429,801)
  Net proceeds from the sale of common stock             19,500              --
  Contributed capital by owner                            1,510              --
  Common Stock reduced by stock issue costs              (8,695)             --
                                                      ---------       ---------
  Net Cash Provided By
      (Used In) Financing Activities                    485,676         (19,101)

                                                      ---------       ---------
Net change in cash                                        6,223              38
Cash at beginning of period                                  38              --
                                                      ---------       ---------
Cash at end of period                                 $   6,261       $      38
                                                      =========       =========

Supplemental Information:
      Interest paid                                   $  48,948       $  21,270
      Income taxes paid                                      --              --

                 See accompanying summary of accounting policies
                       and notes to financial statements.


                                       21
<PAGE>


                             ROBCOR PROPERTIES, INC
                         (formerly known as Robcor, LLC)
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF ACCOUNTING POLICIES


Nature of business. Robcor Properties, Inc ("Robcor") was organized in Florida
on May 6, 2005 as a corporation. Robcor was previously known as Robcor, LLC, a
limited liability company Robcor, LLC was organized in Kentucky on December 18,
2002. A share exchange occurred and all ownership and operations were
transferred to Robcor. Robcor is authorized to issue 1,000,000,000 shares of no
par value common stock and 20,000,000 shares of no par value preferred stock.
Robcor's articles of organization do not specify a termination date. Robcor owns
and operates rental real estate in Lexington, Kentucky.

Use of Estimates. In preparing financial statements, management makes estimates
and assumptions that affect the reported amounts of assets and liabilities in
the balance sheet and revenue and expenses in the statements of operations.
Actual results could differ from those estimates.

Cash and Cash Equivalents. For purposes of the statement of cash flows,considers
all highly liquid investments purchased with an original maturity of three
months or less to be cash equivalents. As of December 31, 2005, cash only
consisted of monies held in checking accounts.

Rental income is derived from operating leases and recognized on the
straight-line method of accounting required by GAAP under which contractual rent
payment increases are recognized evenly over the lease term. The difference
between recognized rental income and rental cash receipts is recorded as
Deferred Rent Receivable on the balance sheet.

Rental revenue is affected if existing tenants terminate or amend their leases.
Robcor tries to identify tenants who may be likely to declare bankruptcy, cease
operations or otherwise terminate leases prior to the end of the lease term. By
anticipating these events in advance, Robcor expects to take steps to minimize
their impact on Robcor's reported results of operations through lease
renegotiations and other appropriate measures. Reserves against Deferred Rent
Receivable are estimated by management based on known financial conditions of
tenants and management's estimate of net realizeability of such receivables
based on existing or expected negotiations with tenants. Robcor's judgments and
estimations about tenants' capacity to continue to meet their lease obligations
will affect the rental revenue recognized. To date, there have been no actual
reductions in revenue as a result of early terminations or the tenants'
inability to pay.


                                       22
<PAGE>


Lease termination fees are recognized in other income when there is a signed
termination letter agreement, all of the conditions of the agreement have been
met, and the tenant is no longer occupying the property. These fees are paid by
tenants who want to terminate their lease obligations before the end of the
contractual term of the lease. There is no way of predicting or forecasting the
timing or amounts of future lease termination fees. To date, there have been no
lease terminations.

Allowance for Doubtful Accounts. Bad debt expense is recognized based on
management's estimate of likely losses per year, based on past experience and an
estimate of current year uncollectible amounts. Robcor considers the rent
receivable to be fully collectible; accordingly, no allowance of doubtful
accounts was required as of December 31, 2005.
Real estate assets are stated at cost. Cost includes expenditures for
improvements or replacements. Maintenance and repairs are charged to expense as
incurred.

The purchase price allocation for property acquisitions is determined in
accordance with the following principles under SFAS No. 141, "Business
Combinations":

The fair value of the tangible assets of an acquired property, which includes
land, building and building/tenant improvements, is determined by valuing the
property as if it were vacant, and the "as-if-vacant" value is then allocated to
land, building and tenant improvements based on management's determination of
the relative fair values of these assets. Factors considered by management in
performing these analyses include certain costs during the lease-up periods
considering current market conditions and costs to execute similar leases. These
costs include estimates of lost rental revenue, leasing commissions, and tenant
improvements.

In allocating the fair value of the identified intangible assets of the acquired
property, above-market in-place lease value is recorded based on the present
value, using an interest rate which reflects the risks associated with the lease
acquired, of the difference between (i) the contractual amounts to be paid
pursuant to the in-place lease and (ii) management's estimate of fair market
lease rate for the corresponding in-place lease, measured over a period equal to
the remaining non-cancelable lease term. There was no capitalized above-market
lease value included in real estate related intangible assets in the
accompanying December 31, 2005 balance sheet. Capitalized above market lease
value would be amortized as an offset to rental revenue from real estate over
the remaining non-cancelable lease term. The value of in-place leases, exclusive
of the value of above-market in-place lease, is amortized to expense over the
remaining non-cancelable periods of the respective leases. If a lease were to be
terminated prior to its stated expiration, all unamortized amounts relating to
that lease would be written off in the period that the lease is terminated.


                                       23
<PAGE>


Property and equipment is valued at cost. Additions are capitalized and
maintenance and repairs are charged to expense as incurred. Gains and losses on
dispositions of equipment are reflected in operations. Depreciation is provided
using the straight-line method over the estimated useful lives of the assets,
which is thirty years for the building.

Impairment of Long-Lived Assets. Robcor reviews the carrying value of its
long-lived assets annually or whenever events or changes in circumstances
indicate that the historical cost-carrying value of an asset may no longer be
appropriate. Robcor assesses recoverability of the carrying value of the asset
by estimating the future net cash flows expected to result from the asset,
including eventual disposition. If the future net cash flows are less than the
carrying value of the asset, an impairment loss is recorded equal to the
difference between the asset's carrying value and fair value.

Income taxes. Robcor recognizes deferred tax assets and liabilities based on
differences between the financial reporting and tax bases of assets and
liabilities using the enacted tax rates and laws that are expected to be in
effect when the differences are expected to be recovered. Robcor provides a
valuation allowance for deferred tax assets for which it does not consider
realization of such assets to be more likely than not.

Basic and diluted net income (loss) per share. Basic and diluted net income
(loss) per share calculations are presented in accordance with Financial
Accounting Standards Statement 128, and are calculated on the basis of the
weighted average number of common shares outstanding during the year. They
include the dilutive effect of common stock equivalents in years with net
income. Basic and diluted income(loss) per share are the same due to the absence
of common stock equivalents.

Recently issued accounting pronouncements. Robcor does not expect the adoption
of recently issued accounting pronouncements to have a significant impact on
Robcor's results of operations, financial position or cash flow.

NOTE 2 - GOING CONCERN

During the current period, Robcor Properties, Inc. has incurred a loss of
$53,933 and has a negative working capital of $61,338 at December 31, 2005.
Management plans to infuse capital as needed until a positive cash flow is
achieved by reducing operating costs.


NOTE 3 - MORTGAGE LOAN PAYABLE

The bank mortgage loan payables are collateralized by the building, and any
building improvements, owned by Robcor, with the terms as follows:


                                       24
<PAGE>

<TABLE>
<CAPTION>
<S>                                                                             <C>                   <C>
                                                                                   2005                    2004
                                                                                  ---------            ---------
Central Bank, FSB
-----------------
     Borrowed on March 28, 2003, monthly payments of $3,481, consisting of
     interest, computed at 5.6% of the outstanding balance, and principal
     payments under a 15-year mortgage schedule; This loan was repaid
     in January 2004.                                                           $         -           $        -

Community Trust Bank
--------------------
     Borrowed on January 28,2004, monthly payments of $2,650, consisting of
     interest, computed at 4.74% of the outstanding balance; The mortgage
     loan matures on January 28, 2009 with a
     balloon payment of $330,008.                                                   370,291              388,869

Community Trust Bank
--------------------
     Borrowed on March 9, 2005, monthly payments of $3,432, consisting of
     interest, computed at a variable interest rate of the outstanding
     balance; The mortgage loan matures on March 9, 2008 with a balloon
     payment on the remaining principal
     balance.                                                                       491,939
-        -                                                                        ---------             ---------
Total                                                                             $ 862,230             $ 308,869
                                                                                  =========             =========
</TABLE>

Aggregate principal payments due at December 31, 2005 under all mortgages
through maturity dates are:

                           2006                     $ 25,119
                           2007                       28,044
                           2008                      500,820
                           2009                      308,247
                                                  ----------
                           Total                    $862,230
                                                  ==========

NOTE 4 - BUILDINGS

Robcor owns two buildings in Lexington, Kentucky. The first building, 261 - 289
Bluesky Parkway was acquired on March 28, 2003 for $525,000. The property was
originally subject to a mortgage with Central Bank FSB which was paid in full in
January 2004. The property is currently subject to a mortgage with Community
Trust Bank, Inc. in the original principal amount of $410,700.

The second building, 293 - 301 Bluesky Parkway, was acquired March 9, 2005 for
$504,000. The property is currently subject to a mortgage with Community Trust
Bank, Inc. in the original principal amount of $499,000.

The buildings are stated at acquisition cost and are depreciated on a
straight-line basis over a period of 30 years.

Depreciation expense for the year ended December 31, 2005 and 2004 was $31,500
and $17,500, respectively.

NOTE 5 - INCOME TAXES

Robcor uses the liability method, where deferred tax assets and liabilities are
determined based on the expected future tax consequences of temporary
differences between the carrying amounts of assets and liabilities for financial
and income tax reporting purposes. During fiscal 2005, Robcor incurred net
losses and, therefore, has no tax liability. The net deferred tax asset
generated by the loss carry-forward has been fully reserved. The cumulative net
operating loss carry-forward is approximately $63,000 at December 31, 2005, and
will expire in the years 2023 to 2025.

At December 31, 2005, deferred tax assets consisted of the following:

         Deferred tax assets                           $    21,000
           Less: valuation allowance                       (21,000)
                                                      -------------
         Net deferred tax asset                       $          -
                                                      =============

                                       25
<PAGE>


NOTE 6- RELATED PARTY TRANSACTIONS

During 2005 and 2004, a company controlled by Robcor's members provided 0% and
67%, respectively, of total revenue.


NOTE 7 - FUTURE MINIMUM RENTS

As of December 31, 2005, Robcor owned two properties that were leased to two
tenants under a net operating lease with initial terms extending to the year
2009 for $3,500 and $4,500 to $4,800 per month depending on changes in the base
prime lending rate. Generally, the lease grants the tenant renewal options.
Future minimum rentals under non-cancelable operating leases, excluding tenant
reimbursements of expenses are as follows:

         Year                 Minimum Rent
         ---------------------------------

         2006                    $ 96,000
         2007                      96,000
         2008                      96,000
         2009                      96,000
         Thereafter                     0
                                 --------
         Total                   $384,000
                                 ========


                                       26
<PAGE>


Item  8.  Changes  in and  Disagreements  With  Accountants  On  Accounting  and
Financial Disclosure.

None

PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
With Section 16(A) of the Exchange Act.

The board of directors elects our executive officers annually. A majority vote
of the directors who are in office is required to fill vacancies. Each director
shall be elected for the term of one year, and until his successor is elected
and qualified, or until his earlier resignation or removal. Our director and
executive officer is as follows:

--------------------------------------------------------------------------------
     Name                           Age             Position
--------------------------------------------------------------------------------
Michael E. Heitz                       54      CEO, President and director
----------------------------------- ---------- ---------------------------------

Mr. Michael Heitz joined us at inception in May, 2005. He was a manager of our
predecessor, Robcor LLC since December 2002. From October 2002 to September
2004, he was president of International Machine Movers, Inc., an industrial
moving firm. From April 1996 to date, he has been a self-employed business
consultant assisting in strategic business planning. He has a B.A. from West
Virginia University in 1998.

Our bylaws provide that the board of directors shall consist of a minimum of one
member until changed by amendment to the applicable section of the bylaws,
adopted by the majority of the voting power of the corporation. There is
currently only one director.

Mr. Heitz owns no other similar industrial properties. He has orally agreed that
any industrial properties he locates for purchase will be purchased by us. We
know of no reason this policy will be changes.

Legal Proceedings
-----------------

No officer, director, promoter or significant employee has been involved in
legal proceedings that would be material to an evaluation of our management.

Family Relationships
--------------------

There are no family relationships among our officer, director, or persons
nominated for or anticipated to assume such positions.


                                       27
<PAGE>


Section 16(a) of the Securities Exchange Act of 1934, as amended
----------------------------------------------------------------

Section 16(a) of the Securities Exchange Act of 1934, as amended, requires the
Company's directors and executive officers, and persons who beneficially own
more than 10% of a registered class of the Company's equity securities, to file
reports of beneficial ownership and changes in beneficial ownership of the
Company's securities with the SEC on Forms 3 (Initial Statement of Beneficial
Ownership), 4 (Statement of Changes of Beneficial Ownership of Securities) and 5
(Annual Statement of Beneficial Ownership of Securities). Directors, executive
officers and beneficial owners of more than 10% of the Company's Common Stock
are required by SEC regulations to furnish the Company with copies of all
Section 16(a) forms that they file. Except as otherwise set forth herein, based
solely on review of the copies of such forms furnished to the Company, or
written representations that no reports were required, the Company believes that
directors, executive officers and greater than 10% beneficial owners complied
with all Section 16(a) filing requirements applicable to them.

Item 10. Executive Compensation.

Compensation Agreements
-----------------------

We do not have an employment  contract  with our chief  executive  officer.  Our
chief  executive  officer  serves  without pay and has waived  payment for prior
services rendered.

Board Compensation
------------------

Members of our Board of Directors do not receive compensation for their services
as Directors.

Item 11. Security Ownership of Certain Beneficial Owners and Management.

The following table sets forth the ownership, as of the date of this prospectus,
of our common stock by each person known by us to be the beneficial owner of
more than 5% of our outstanding common stock, our directors, and our executive
officers and directors as a group. To the best of our knowledge, the persons
named have sole voting and investment power with respect to such shares, except
as otherwise noted. There are not any pending or anticipated arrangements that
may cause a change in control.

The information presented below regarding beneficial ownership of our voting
securities has been presented in accordance with the rules of the Securities and
Exchange Commission and is not necessarily indicative of ownership for any other
purpose. Under these rules, a person is deemed to be a "beneficial owner" of a
security if that person has or shares the power to vote or direct the voting of
the security or the power to dispose or direct the disposition of the security.
A person is deemed to own beneficially any security as to which such person has
the right to acquire sole or shared voting or investment power within 60 days
through the conversion or exercise of any convertible security, warrant, option
or other right. More than one person may be deemed to be a beneficial owner of
the same securities. The percentage of beneficial ownership by any person as of
a particular date is calculated by dividing the number of shares beneficially
owned by such person, which includes the number of shares as to which such
person has the right to acquire voting or investment power within 60 days, by
the sum of the number of shares outstanding as of such date plus the number of
shares as to which such person has the right to acquire voting or investment
power within 60 days. Consequently, the denominator used for calculating such
percentage may be different for each beneficial owner. Except as otherwise
indicated below and under applicable community property laws, we believe that
the beneficial owners of our common stock listed below have sole voting and
investment power with respect to the shares shown. The business address of the
shareholders is 3505 Castlegate Ct., Lexington KY 40502.


                                       28
<PAGE>


------------------------------------- -------------------- -------------------
Shareholders                          # of Shares          Percentage
------------------------------------- -------------------- -------------------
Michael E. Heitz [1]                  25,000,000           98
------------------------------------- -------------------- -------------------
All directors and named executive     25,000,000           98
officers as a group 1 persons] [1]
------------------------------------- -------------------- -------------------

[1] The shares are owned by Mr. Heitz and his wife as joint tenants.

This table is based upon information derived from our stock records. Unless
otherwise indicated in the footnotes to this table and subject to community
property laws where applicable, each of the shareholders named in this table has
sole or shared voting and investment power with respect to the shares indicated
as beneficially owned. Except as set forth above, applicable percentages are
based upon 25,410,000 shares of common stock outstanding as of December 31,
2005.

Item 12. Certain Relationships and Related Transactions.

Robcor Properties, Inc. is a Florida corporation formed on May 6, 2005 to
acquire all the interests of Robcor, LLC, a Kentucky limited liability company
through a May 2005 exchange of our shares for member interests in Robcor, LLC.
Under the exchange agreement, we issued 25,000,000 shares of our common stock to
acquire all 100 member interests in Robcor, LLC. The 100 member interests were
owned equally by Michael Heitz and his wife. We valued these shares based upon
the net equity after debt of properties owned by Robcor LLC at time of purchase.
We valued these shares based upon the net equity after debt of properties owned
by Robcor LLC at time of purchase. We also valued the shares based upon the time
and effort Mr. Heitz had spent to locate and negotiate and close the acquisition
of our properties. We also attributed significant additional value to the fact
that Mr. Heitz personally guaranteed and thus has personally liability on all
our substantial debt related to our properties. Accordingly, we valued the
shares at $.001 per share or $25,000 aggregate which we believe is the fair
market value of the factors used in valuation cited above.


                                       29
<PAGE>


We received revenue from a related party as follows: The IMM building was leased
by us to International Machinery Movers, Inc., an affiliate of our president,
for the period April 2003 to August 2004. The monthly rental rate was $3500 per
month. We believe this rate is consistent with the fair market value for
comparable properties at the time.

Mr. Heitz owns no other similar industrial properties. He has orally agreed that
any industrial properties he locates for purchase will be purchased by us. We
know of no reason this policy will be changed.

Except as set forth above, we have not entered into any material transactions
with any director, executive officer, and promoter, beneficial owner of five
percent or more of our common stock, or family members of such persons.


Item 13. Exhibits and Reports On Form 8-K.

(a)  List of documents filed as part of this Report:

     None

(b)  Exhibits:

     The following exhibits listed are filed as part of this Report:

     31.1 Rule 13a-14(a)/15d-14(a)  Certification of Chief Executive Officer and
Chief Financial Officer, Michael Heitz

     32.1 Section 1350 Certification, Michael Heitz


Item 14. Controls and Procedures

The Corporation maintains disclosure controls and procedures designed to ensure
that information required to be disclosed in reports filed under the Securities
Exchange Act of 1934, as amended, is recorded, processed, summarized and
reported within the specified time periods. As of the end of the period covered
by this report, the Corporation's Chief Executive Officer and Chief Financial
Officer evaluated the effectiveness of the Corporation's disclosure controls and
procedures. Based on the evaluation, which disclosed no significant deficiencies
or material weaknesses, the Corporation's Chief Executive Officer and Chief
Financial Officer concluded that the Corporation's disclosure controls and
procedures are effective as of the end of the period covered by this report.


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<PAGE>


There were no changes in the Corporation's internal control over financial
reporting that occurred during the Corporation's most recent fiscal quarter that
have materially affected, or are reasonably likely to materially affect, the
Corporation's internal control over financial reporting.

     Audit Fees
     ----------

For fiscal year end 12/31/05:  $21,253
For fiscal year end 12/31/04:  $0

     No other fees as specified in Item 9(e) of Schedule 14A charged.


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<PAGE>


Signatures
----------

In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

Title                     Name                Date                Signature
-----                     ----                ----                ---------
Principal Executive
Officer                Michael Heitz     February 13, 2006    /s/ Michael Heitz

Principal Accounting   Michael Heitz     February 13, 2006    /s/ Michael Heitz
Officer

Principal Financial
Officer                Michael Heitz     February 13, 2006   /s/ Michael Heitz

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


SIGNATURE                 NAME            TITLE          DATE
---------                 ----            -----          ----

 /s/ Michael Heitz    Michael Heitz       Director    February 13, 2006


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