FORM 10-QSB

                  U.S. SECURITIES AND EXCHANGE COMMISSION

                          Washington, D.C. 20549
                          ______________________

             Quarterly Report Under Section 13 or 15(d) of the
                      Securities Exchange Act of 1934

               For the Quarterly Period Ended March 31, 2005

                    Commission File Number 33-55254-41

                              BIOETHICS, LTD.
          (Exact name of registrant as specified in its charter)


            Nevada                          87-0485312
(State or other jurisdiction of    (IRS Employer Identification
incorporation or organization)                 No.)


             8092 South Juniper Court, South Weber, Utah 84405
                 (Address of principal executive offices)
                                (Zip Code)

                              (801) 476-8110
           (Registrant's telephone number, including area code)

     Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (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.

                           XX Yes        ___  No

     State  the  number  of  shares outstanding of each  of  the  issuer's
classes of common stock, as of the latest practicable date.

             Class                Outstanding as of May 9, 2005
         Common Stock                       11,000,000



<PAGE>


                      PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.



                              BIOETHICS, LTD.
                       [A Development Stage Company]

                 UNAUDITED CONDENSED FINANCIAL STATEMENTS

                              MARCH 31, 2005





<PAGE>

                              BIOETHICS, LTD.
                       [A Development Stage Company]




                                 CONTENTS

                                                                    PAGE


        -    Unaudited Condensed Balance Sheets,
               March 31, 2005 and December 31, 2004                    2


        -    Unaudited Condensed Statements of Operations,
               for the three months ended March 31, 2005
               and 2004 and from inception on July 26, 1990
               through March 31, 2005                                  3

        -    Unaudited Condensed Statements of Cash Flows,
               for the three months ended March 31, 2005
               and 2004 and from inception on July 26, 1990
               through March 31, 2005                                  4


        -    Notes to Unaudited Condensed Financial Statements     5 - 7


<PAGE>

                              BIOETHICS, LTD.
                       [A Development Stage Company]

                    UNAUDITED CONDENSED BALANCE SHEETS


                                  ASSETS

                                          March 31,   December 31,
                                             2005         2004
                                         ___________  ___________
CURRENT ASSETS:
  Cash                                    $    3,998   $    1,078
                                         ___________  ___________
        Total Current Assets                   3,998        1,078
                                         ___________  ___________
                                          $    3,998   $    1,078
                                         ___________  ___________

              LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)


CURRENT LIABILITIES:
  Accounts payable                        $    2,375   $    1,800

                                         ___________  ___________
        Total Current Liabilities              2,375        1,800
                                         ___________  ___________

STOCKHOLDERS' EQUITY (DEFICIT):
  Common stock, $.001 par value,
   25,000,000 shares authorized,
   11,000,000 shares issued and
   outstanding                                11,000       11,000
  Capital in excess of par value              35,000       30,000
  Deficit accumulated during the
   development stage                         (44,377)     (41,722)
                                         ___________  ___________
        Total Stockholders'
          Equity (Deficit)                     1,623         (722)
                                         ___________  ___________
                                         $     3,998  $     1,078
                                         ___________  ___________




Note:  The  balance sheet at December 31, 2004 was taken from the  audited
financial statements at that date and condensed.

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



                                     -2-

<PAGE>


                              BIOETHICS, LTD.
                       [A Development Stage Company]


               UNAUDITED CONDENSED STATEMENTS OF OPERATIONS



                                    For the Three       From Inception
                                     Months Ended        on July 26,
                                       March 31,         1990 Through
                                   ___________________    March 31,
                                      2005     2004        2005
                                   _________ __________ ___________
REVENUE :                           $     -  $     -    $        -
                                   _________ __________ ___________
EXPENSES:
  General and administrative          2,655    1,690        44,377
                                   _________ __________ ___________

LOSS BEFORE INCOME TAXES             (2,655)  (1,690)      (44,377)

CURRENT TAX EXPENSE                       -        -             -

DEFERRED TAX EXPENSE                      -        -             -
                                   _________ __________ ___________

NET LOSS                            $(2,655) $(1,690)   $  (44,377)
                                   _________ __________ ___________

LOSS PER COMMON SHARE               $  (.00) $  (.00)   $     (.01)
                                   _________ __________ ___________
















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


                                     -3-

<PAGE>


                              BIOETHICS, LTD.
                       [A Development Stage Company]

               UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS


                                        For the Three          From Inception
                                        Months Ended             on July 26,
                                         March 31,              1990 Through
                                         ____________________    March 31,
                                              2005      2004        2005
                                         ___________ _________ ____________
Cash Flows from Operating Activities:
  Net loss                                 $ (2,655) $ (1,690)  $  (44,377)
  Adjustments to reconcile net loss
    to net cash used by operating
    activities:
     Changes in assets and liabilities:
       Increase in accounts payable              575       665        2,375
                                         ___________ _________ ____________
        Net Cash (Used) by
          Operating Activities                (2,080)   (1,025)     (42,002)
                                         ___________ _________ ____________

Cash Flows from Investing Activities               -         -            -
                                         ___________ _________ ____________
        Net Cash Provided by
          Investing Activities                     -         -            -
                                         ___________ _________ ____________

Cash Flows from Financing Activities:
  Proceeds from common stock issuance              -         -       41,000
  Capital contribution                         5,000         -        5,000
                                         ___________ _________ ____________
        Net Cash Provided by
          Financing Activities                 5,000         -       46,000
                                         ___________ _________ ____________

Net Increase (Decrease) in Cash                2,920    (1,025)       3,998

Cash at Beginning of Period                    1,078     5,876            -
                                         ___________ _________ ____________

Cash at End of Period                      $   3,998  $  4,851  $     3,998
                                         ___________ _________ ____________

Supplemental Disclosures of Cash Flow information:
  Cash paid during the period for:
    Interest                               $       -  $      -  $         -
    Income taxes                           $       -  $      -  $         -

Supplemental schedule of Non-cash Investing and Financing Activities:
  For the three months ended March 31, 2005:
     None

  For the three months ended March 31, 2004:
     None



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


                                     -4-

<PAGE>



                              BIOETHICS, LTD.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

  Organization  -  Bioethics, Ltd. ("the Company") was organized  under  the
  laws  of  the  State  of Nevada on July 26, 1990.   The  Company  has  not
  commenced  planned  principal operations and is considered  a  development
  stage  company  as defined in Statement of Financial Accounting  Standards
  No.  7.   The Company was organized to provide a vehicle for participating
  in  potentially  profitable business ventures which may  become  available
  through  the personal contacts of, and at the complete discretion of,  the
  Company's  officers and directors.  The Company has, at the present  time,
  not  paid  any dividends and any dividends that may be paid in the  future
  will  depend  upon  the financial requirements of the  Company  and  other
  relevant factors.

  Condensed  Financial  Statements - The accompanying  financial  statements
  have  been  prepared  by the Company without audit.   In  the  opinion  of
  management,   all   adjustments  (which  include  only  normal   recurring
  adjustments)  necessary to present fairly the financial position,  results
  of  operations  and  cash flows at March 31, 2005 and  2004  and  for  the
  periods then ended have been made.

  Certain   information  and  footnote  disclosures  normally  included   in
  financial  statements  prepared  in  accordance  with  generally  accepted
  accounting principles in the United States of America have been  condensed
  or  omitted.  It is suggested that these condensed financial statements be
  read  in  conjunction  with  the financial statements  and  notes  thereto
  included  in the Company's December 31, 2004 audited financial statements.
  The  results of operations for the periods ended March 31, 2005  and  2004
  are not necessarily indicative of the operating results for the full year.

  Cash  and Cash Equivalents - The Company considers all highly liquid  debt
  investments purchased with a maturity of three months or less to  be  cash
  equivalents.

  Income  Taxes  - The Company accounts for income taxes in accordance  with
  Statement  of  Financial  Accounting Standards No.  109,  "Accounting  for
  Income Taxes" [See Note 3].

  Loss  Per  Share  -  The computation of loss per share  is  based  on  the
  weighted  average number of shares outstanding during the period presented
  in  accordance  with Statement of Financial Accounting Standard  No.  128,
  "Earnings Per Share".

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

  Recently  Enacted Accounting Standards - Statement of Financial Accounting
  Standards ("SFAS") No. 151, "Inventory Costs - an amendment of ARB No. 43,
  Chapter  4",  SFAS  No.  152,  "Accounting for  Real  Estate  Time-Sharing
  Transactions  - an amendment of FASB Statements No. 66 and 67",  SFAS  No.
  153,  "Exchanges of Nonmonetary Assets - an amendment of APB  Opinion  No.
  29", and SFAS No. 123 (revised 2004), "Share-Based Payment", were recently
  issued.   SFAS  No. 151, 152, 153 and 123 (revised 2004) have  no  current
  applicability  to the Company or their effect on the financial  statements
  would not have been significant.


                                     -5-

<PAGE>

                              BIOETHICS, LTD.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 2 - CAPITAL STOCK

  Common  Stock  -  In  July 1990, in connection with its organization,  the
  Company  issued 1,000,000 shares of its previously authorized but unissued
  common  stock.  Total proceeds from the sale of stock amounted  to  $1,000
  (or $.001 per share).

  In  May  1998,  the  Company issued 10,000,000 shares  of  its  previously
  authorized  but unissued common stock.  Total proceeds from  the  sale  of
  stock  amounted to $40,000 (or $.004 per share).  The issuance  of  common
  stock resulted in a change in control of the Company [See Note 5].

  Capital  Contribution  -  In January 2005, a shareholder  of  the  Company
  contributed $5,000 to the Company.

NOTE 3 - INCOME TAXES

  The  Company  accounts for income taxes in accordance  with  Statement  of
  Financial  Accounting Standards No. 109, "Accounting  for  Income  Taxes".
  SFAS  No.  109  requires  the  Company  to  provide  a  net  deferred  tax
  asset/liability  equal  to  the  expected future  tax  benefit/expense  of
  temporary  reporting differences between book and tax  accounting  methods
  and  any  available operating loss or tax credit carryforwards.  At  March
  31, 2005, the Company has available unused operating loss carryforwards of
  approximately $43,100, which may be applied against future taxable  income
  and  which  expire  in  various years through 2025.  However,  if  certain
  substantial  changes in the Company's ownership should occur, there  could
  be  an annual limitation on the amount of net operating loss carryforwards
  which can be utilized.

  The  amount of and ultimate realization of the benefits from the operating
  loss carryforwards for income tax purposes is dependent, in part, upon the
  tax  laws in effect, the future earnings of the Company, and other  future
  events,  the  effects  of  which cannot be  determined.   Because  of  the
  uncertainty  surrounding  the realization of the loss  carryforwards,  the
  Company  has established a valuation allowance equal to the tax effect  of
  the  loss  carryforwards and, therefore, no deferred tax  asset  has  been
  recognized  for the loss carryforwards.  The net deferred tax  assets  are
  approximately  $14,700 and $13,800 as of March 31, 2005 and  December  31,
  2004,  respectively, with an offsetting valuation allowance  of  the  same
  amount  resulting in a change in the valuation allowance of  approximately
  $900 during the three months ended March 31, 2005.

NOTE 4 - RELATED PARTY TRANSACTIONS

  Management Compensation - During the three months ended March 31, 2005 and
  2004,  the  Company  did  not pay any compensation  to  its  officers  and
  directors.

  Office  Space - The Company has not had a need to rent office  space.   An
  officer/shareholder of the Company is allowing the Company to use his home
  as a mailing address, as needed, at no cost to the Company.

  Capital  Contribution  -  In January 2005, a shareholder  of  the  Company
  contributed $5,000 to the Company.


                                     -6-

<PAGE>

                              BIOETHICS, LTD.
                       [A Development Stage Company]

             NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS

NOTE 5 - CHANGE IN CONTROL

  In  May  1998,  the Company raised $40,000 through the sale of  10,000,000
  shares of common stock.   The shares sold represented approximately ninety-
  one percent (91%) of the outstanding shares of common stock of the Company
  resulting  in a change in control of the Company.  The proceeds  from  the
  stock  sale  have been used to pay for legal and accounting fees  and  for
  management  to  search  for possible business opportunities.   The  former
  officers  and directors of the Company resigned and an individual  holding
  approximately  23% of the outstanding common stock was  appointed  as  the
  sole officer and director of the Company.

NOTE 6 - GOING CONCERN

  The  accompanying  financial statements have been prepared  in  conformity
  with  generally  accepted accounting principles in the  United  States  of
  America, which contemplate continuation of the Company as a going concern.
  However, the Company has incurred losses since its inception and has no on-
  going operations.  These factors raise substantial doubt about the ability
  of the Company to continue as a going concern.  In this regard, management
  is  proposing  to  raise any necessary additional funds  not  provided  by
  operations through loans, through additional sales of its common stock  or
  through  a possible acquisition of another company.  There is no assurance
  that the Company will be successful in raising this additional capital  or
  in  achieving  profitable  operations.  The financial  statements  do  not
  include  any  adjustments  that might result from  the  outcome  of  these
  uncertainties.

NOTE 7 - LOSS PER SHARE

  The following data show the amounts used in computing loss per share:

                                              For the Three    From Inception
                                              Months Ended       on July 26,
                                               March 31,        1990 Through
                                         _____________________   March 31,
                                              2005      2004        2005
                                         ___________ __________ ____________
    Loss available to common
      stockholders used  in
      loss per share (numerator)           $  (2,655) $ (1,690) $  (44,377)
                                         ___________ __________ ____________
    Weighted average number of
      common shares outstanding
      used in loss per share during
      the period (denominator)           11,000,000  11,000,000    5,710,929
                                         ___________ __________ ____________

  Dilutive  loss per share was not presented, as the Company had  no  common
  equivalent  shares  for  all  periods  presented  that  would  effect  the
  computation of diluted loss per share.

                                     -7-

<PAGE>


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

     The following discussion and analysis provides information which
management believes is relevant to an assessment and understanding of the
Company's results of operations and financial condition. The discussion
should be read in conjunction with the financial statements and notes
thereto.

Plan of Operation

     The Company has no business operations, and very limited assets or
capital resources. The Company's business plan is to seek one or more
potential business ventures that, in the opinion of management, may
warrant involvement by the Company. The Company recognizes that because of
its limited financial, managerial and other resources, the type of
suitable potential business ventures which may be available to it will be
extremely limited. The Company's principal business objective will be to
seek long-term growth potential in the business venture in which it
participates rather than to seek immediate, short-term earnings. In
seeking to attain the Company's business objective, it will not restrict
its search to any particular business or industry, but may participate in
business ventures of essentially any kind or nature. It is emphasized that
the business objectives discussed are extremely general and are not
intended to be restrictive upon the discretion of management.

     The Company will not restrict its search for any specific kind of
firms, but may participate in a venture in its preliminary or development
stage, may participate in a business that is already in operation or in a
business in various stages of its corporate existence. It is impossible to
predict at this stage the status of any venture in which the Company may
participate, in that the venture may need additional capital, may merely
desire to have its shares publicly traded, or may seek other perceived
advantages which the Company may offer. In some instances, the business
endeavors may involve the acquisition of or merger with a corporation
which does not need substantial additional cash but which desires to
establish a public trading market for its common stock.

     The Company does not have sufficient funding to meet its short or
long term cash needs. The Company believes that its current cash will not
be sufficient to support the Company's planned operations for the next
twelve months. The current sole officer and director has expressed his
intent that to the extent necessary the Company will seek to raise
additional funds through the sale of equity securities or by borrowing to
funds until a suitable business venture can be completed. There is no
assurance that the Company will be able to successfully identify and/or
negotiate a suitable potential business venture or raise additional funds
if and when needed.

     The Company has experienced net losses during the development stage
(1990 to present) and has had no significant revenues during such period.
During the past two fiscal years the Company has had no business
operations. In light of these circumstances, the ability of the Company to
continue as a going concern is significantly in doubt. The attached
financial statements do not include any adjustments that might result from
the outcome of this uncertainty.

Off-Balance Sheet Arrangements

     The Company does not have any off-balance sheet arrangements that
have or are reasonably likely to have a current or future effect on our
financial condition, changes in financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures or capital
resources that is material to investors.

Critical Accounting Policies

     Due to the lack of current operations and limited business
activities, the Company does not have any accounting policies that it
believes are critical to facilitate an investor's understanding of the
Company's financial and operating status.

Recent Accounting Pronouncements

     The Company has not adopted any new accounting policies that would
have a material impact on the Company's financial condition, changes in
financial conditions or results of operations.

Forward-Looking Statements

     When used in this Form 10-QSB or other filings by the Company with
the Securities and Exchange Commission, in the Company's press releases or
other public or shareholder communications, or in oral statements made
with the approval of an authorized officer of the Company's executive
officers, the words or phrases "would be", "will allow", "intends to",
"will likely result", "are expected to", "will continue", "is
anticipated", "estimate", "project", or similar expressions are intended
to identify "forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995.

     The Company cautions readers not to place undue reliance on any
forward-looking statements, which speak only as of the date made, and
advises readers that forward-looking statements involve various risks and
uncertainties. The Company does not undertake, and specifically disclaims
any obligation to update any forward-looking statements to reflect
occurrences or unanticipated events or circumstances after the date of
such statement.

Item 3. Controls and Procedures

     The Company has evaluated, with the participation of the Company's
Chief Executive Officer and Chief Financial Officer, the effectiveness of
the design and operation of the Company's disclosure controls and
procedures as of March 31, 2005 pursuant to Exchange Act Rule 15d-15.
Based upon that evaluation, the Chief Executive Officer and Chief
Financial Officer concluded that the Company's disclosure controls and
procedures are effective in timely alerting them to material information
relating to the Company required to be included in the Company's periodic
SEC filings.  There have been no significant changes in internal controls
or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation.


<PAGE>

                        PART II - OTHER INFORMATION


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

     (a)
                             INDEX TO EXHIBITS

 EXHIBIT                   DESCRIPTION OF EXHIBIT
   NO.
   3(i)     Articles of Incorporation of the Company
            (Incorporated by reference to Exhibit 3(i) of the
            Company's Form 10-KSB, dated December 31, 2003)
   3(ii)    Bylaws of the Company (Incorporated by reference to
            Exhibit 3(ii) of the Company's Form 10-KSB, dated
            December 31, 2003)
   31.1     Certification pursuant to Section 302 of the
            Sarbanes-Oxley Act of 2002
   31.2     Certification pursuant to Section 302 of the
            Sarbanes-Oxley Act of 2002
   32.1     Certification pursuant to 18 U.S.C. Section 1350, as
            adopted pursuant to Section 906 of the Sarbanes-
            Oxley Act of 2002

     (b)  Reports on Form 8-K:

     None.



<PAGE>


                                SIGNATURES

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

                                 BIOETHICS, LTD.


Date: May 9, 2005                By   /s/ Mark J. Cowan

                                   Mark J. Cowan
                                   President, Chief Executive
                                   Officer, Chief Financial
                                   Officer and Director