<PAGE>

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


                                   FORM 10-QSB


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

               For the quarterly period ended: December 31, 2005

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

           For the transition period from ____________ to ____________

                        Commission file number: 000-32249

                               ARMOR ELECTRIC INC.
        (Exact name of small business issuer as specified in its charter)

             Nevada                                      65-0853784
(State or other jurisdiction of                (IRS Employee Identification No.)
 incorporation or organization)

         201 Lomas Santa Fe, Suite #420, Solana Beach, CA 92075 (Address
                         of principal executive offices)

                                 (858) 720-0123
                           (Issuer's telephone number)

APPLICABLE ONLY TO CORPORATE ISSUERS

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

    Common Stock, $0.001 par value                     40,371,681
               (Class)                    (Outstanding as of December 31, 2005)

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



<PAGE>

<TABLE>
<S> <C>
                                        ARMOR ELECTRIC INC.
                                            FORM 10-QSB
                                               INDEX


                                                                                                Page
                                                                                                ----
Part I - FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited)

Consolidated Condensed Balance Sheets
  December 31, 2005 (unaudited) and June 30, 2005 (restated)  ..................................F-1

Unaudited Consolidated Condensed Statements of Operations for
  the three and six months ended -December 31, 2005, for three
  and six months ended December 31, 2004 and cumulative
  from inception on October 29, 2003 through December 31, 2005 .................................F-2

Unaudited Consolidated Condensed Statements of Cash Flows for
  the six months ended December 31, 2005, for six months ended
  December 31, 2004 and cumulative
  from inception on October 29, 2003 through December 31, 2005..................................F-3

Consolidated Condensed Statements of Stockholders' equity for the period from
  inception on October 29, 2003 through December 31, 2005 (unaudited)...........................F-4

Notes to Consolidated Financial Statements (unaudited)..........................................F-5


Item 2.  Management's Discussion and Analysis or Plan of Operation................................3

Item 3.  Controls and Procedures..................................................................4

Part II  OTHER INFORMATION

Item 1.  Legal Proceedings........................................................................5

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds..............................5

Item 3.  Defaults upon Senior Securities..........................................................5

Item 4.  Submission of Matters to a Vote of Security Holders......................................5

Item 5.  Other Information........................................................................5

Item 6.  Exhibits and Reports on Form 8-K.........................................................5

Signatures........................................................................................6


                                                 2




<PAGE>


                                     ARMOR ELECTRIC, INC.
                                 (A DEVELOPMENT STAGE COMPANY)
                             CONSOLIDATED CONDENSED BALANCE SHEETS


                                                             DECEMBER 31,         JUNE 30,
                                                                 2005               2005
                                                             -------------      -------------
                                                              (unaudited)         (restated)

                                            ASSETS
                                            ------

Current Assets

     Cash in bank                                            $      10,103      $     107,700
     Prepaid Expenses                                                6,528                 --
                                                             -------------      -------------

                                                             $      16,631      $     107,700
                                                             =============      =============

                             LIABILITIES AND STOCKHOLDERS' EQUITY
                             ------------------------------------

CURRENT LIABILITIES

       Accounts payable                                      $      10,282      $          --
       State income tax payable                                         --              1,600
       Accrued legal fees-related party                                 --             10,000
       Accrued liquidating damages                                  64,991                 --
       Accrued payroll                                              26,200             13,600
                                                             -------------      -------------

       Total Current Liabilities                                   101,473             25,200
                                                             -------------      -------------

STOCKHOLDERS' EQUITY

Preferred stock, $.001 par value, 10,000,000
  shares authorized, none issued                                        --                 --

Common stock, par value $.001, 100,000,000 shares
authorized, 40,671,681 issued and 40,371,681 outstanding            40,671             40,671
Common stock subscription receivable                                (1,000)            (1,000)
Paid in capital                                                    549,927            577,818
(Deficit) accumulated during the development stage                (354,144)          (235,693)
Shareholder - Advanced royalties                                  (285,795)          (264,795)
Shares held in escrow                                              (34,500)           (34,500)
                                                             -------------      -------------

Total Stockholders' Equity (Deficit)                               (84,841)            82,501
                                                             -------------      -------------

                                                             $      16,631      $     107,700
                                                             =============      =============


                  SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                      F-1



<PAGE>

                                                     ARMOR ELECTRIC, INC.
                                                (A DEVELOPMENT STAGE COMPANY)
                                       CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                                                         (unaudited)


                                           THREE MONTHS                         SIX MONTHS                  CUMULATIVE FROM
                                               ENDED                               ENDED                    OCTOBER 29, 2003
                                            DECEMBER 31,                        DECEMBER 31,                (INCEPTION) TO
                                       2005              2004              2005              2004          DECEMBER 31, 2005
                                   ------------      ------------      ------------      ------------      -----------------
                                                      (RESTATED)                          (RESTATED)

REVENUES                           $         --      $         --      $         --      $         --      $              --
                                   ------------      ------------      ------------      ------------      -----------------

EXPENSES
   General and administrative:
        Consulting Fees                      --                --                --                --                 58,501
        Other                            31,954            11,094           112,462            23,199                221,834
   Research & Development                 4,085                --             5,989                --                 73,809
                                   ------------      ------------      ------------      ------------      -----------------

   Total expenses                        36,038            11,094           118,451            23,199                354,144
                                   ------------      ------------      ------------      ------------      -----------------

NET (LOSS)                         $    (36,038)     $    (11,094)     $   (118,451)     $    (23,199)     $        (354,144)
                                   ============      ============      ============      ============      =================

NET (LOSS) PER SHARE                          *                 *                 *                 *
                                   ============      ============      ============      ============

WEIGHTED AVERAGE NUMBER OF
  COMMON SHARES OUTSTANDING          40,371,681        34,717,333        40,371,681        34,717,333
                                   ============      ============      ============      ============

*  less than $.01 per share

                        SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                             F-2



<PAGE>

                                                        ARMOR ELECTRIC, INC.
                                                    (A DEVELOPMENT STAGE COMPANY)
                                           CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                                             (UNAUDITED)


                                                                                                                  CUMULATIVE FROM
                                                                                                                     OCTOBER 29,
                                                                                   SIX MONTHS                           2003
                                                                                      ENDED                        (INCEPTION) TO
                                                                                   DECEMBER 31,                      DECEMBER 31,
                                                                           2005                   2004                  2005
                                                                     -----------------      -----------------     -----------------
                                                                                      (RESTATED)
OPERATING ACTIVITIES
        Net (loss) from operations                                   $        (118,451)     $         (23,199)    $        (354,144)

        Adjustments to reconcile net (loss) to net cash
         provided (used) by operating activities:
              Common Stock issued for Services                                      --                     --                93,501
              Contributions to capital                                           2,100                 13,330                69,610

        Changes in operating assets and liabilities:
             (Decrease) in state income tax payable                             (1,600)                   800                    --
             Increase in accounts payable                                       10,282                  2,499                 9,756
             (Decrease) in trust funds                                              --                    553
             (Increase) in prepaid expenses                                     (6,528)                (6,528)
              Increase in accrued payroll                                       12,600                  6,625                16,200
                                                                     -----------------      -----------------     -----------------

        Total adjustments                                                       16,854                 23,254               183,092
                                                                     -----------------      -----------------     -----------------

         NET CASH PROVIDED (USED BY) OPERATING ACTIVITIES                     (101,597)                    55              (171,052)
                                                                     -----------------      -----------------     -----------------

INVESTING ACTIVITIES:
         Shareholder advances - Advanced royalties                             (21,000)                    --              (285,796)
                                                                     -----------------      -----------------     -----------------

         NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES                      (21,000)                    --              (285,796)
                                                                     -----------------      -----------------     -----------------

FINANCING ACTIVITIES
         Proceeds from sale of common stock, net                                35,000                     --               477,819
         Increase (Decrease) in accounts payable - related party               (10,000)                    --               (10,868)
                                                                     -----------------      -----------------     -----------------

         NET CASH PROVIDED BY FINANCING ACTIVITIES                              25,000                     --               466,951
                                                                     -----------------      -----------------     -----------------

         NET INCREASE IN CASH                                                  (97,597)                    55                10,103

         CASH, BEGINNING OF PERIOD                                             107,700                     --                    --
                                                                     -----------------      -----------------     -----------------

         CASH, END OF PERIOD                                         $          10,103      $              55     $          10,103
                                                                     =================      =================     =================



SUPPLEMENTAL CASH INFORMATION
                  Income Taxes Paid                                  $           1,600                            $           1,600
                                                                     =================                            =================

SUPPLEMENTAL NON-CASH INFORMATION
                  Common Stock Subscribed,10,000 shares                                                           $           1,000
                  Common Stock Subscription receivable                                                                       (1,000)
                                                                                                                  -----------------
                                                                                                                  $              --
                                                                                                                  =================

                  Common stock issued for legal service retainer
                  held in escrow, 300,000 shares                                                                  $          34,500
                                                                                                                  =================

                  Accrued liquidating damages to sharholders         $          64,991                            $          64,991
                                                                     =================                            =================


                                           SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                                                 F-3



<PAGE>

                                                        ARMOR ELECTRIC, INC.
                                                    (A DEVELOPMENT STAGE COMPANY)
                                                 STATEMENTS OF STOCKHOLDERS' EQUITY


                                                                                                        (Deficit)
                                                             Common                                    Accumulated
                           Common Stock                      Stock          Shares     Shareholder       During            Total
                      ----------------------    Paid-in    Subscription    Held in       Advanced      Development     Stockholders'
                        Shares       Amount     Capital     Receivable      Escrow       Royalty          Stage            Equity
                      ----------    --------   --------    -----------    ---------    -----------     -----------      -----------
Inception,
  Oct 30, 2003,
  Stock issued
  for services
  @ $.001 per              1,000    $      1   $     --    $        --                                 $        --      $         1

April 21, 2004
  Stock issued
  for services
  @ $0.001 per
  share               20,999,000      20,999          1                                                                      21,000

Contributed
  Capital                                        15,232                                                                      15,232

Net (Loss),
  for the
  period ended
  April 27, 2004                                                                                           (37,033)         (37,033)
                      ----------    --------   --------    -----------    ---------    -----------     -----------      -----------

BALANCE,
  APRIL 27, 2004      21,000,000      21,000     15,233                                                    (37,033)            (800)

Recapitalization,
  April 27, 2004      13,717,333      13,717    (34,558)                                                        --          (20,841)

Contributed
  Capital                                         3,308                                                                       3,308

Net (loss)
  for period                                                                                                (9,308)          (9,308)
                      ----------    --------   --------    -----------    ---------    -----------     -----------      -----------

BALANCE,
  JUNE 30, 2004
  (RESTATED)          34,717,333      34,717    (16,017)                                                   (46,341)         (27,641)

Shares issued
  October 15, 2004
  @ $0.25 for
  marketing
  consulting
  services               150,000         150     37,350                                                                      37,500

Shares issued
  January 21,
  2005 to escrow
  @ $0.115 per
  share                  300,000         300     34,200                     (34,500)                                             --

 Shares issued
  January 21, 2005
  @ $.115 per
  share for legal        304,348         304     34,696                                                                      35,000

Shares issued
  February 4, 2005
  for cash at
  $.10 per share         300,000         300     29,700                                                                      30,000

Shares issued
  February 8, 2005
  for cash at
  $.10 per share       1,050,000       1,050    103,950                                                                     105,000

Shares issued
  February 9, 2005
  for cash at
  $.10 per share         100,000         100      9,900                                                                      10,000

Shares issued
  February 16, 2005
  for cash at
  $.10 per share         350,000         350     34,650                                                                      35,000

Shares issued
  February 17, 2005
  for cash at
  $.10 per share         350,000         350     34,650                                                                      35,000
(CONTINUED)

                                           SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS


                                                                 F-4



<PAGE>

                                                        ARMOR ELECTRIC, INC.
                                                   (A DEVELOPMENT STAGE COMPANY)
                                            STATEMENTS OF STOCKHOLDERS' EQUITY (CONTINUED)


                                                                                                        (Deficit)
                                                             Common                                    Accumulated
                           Common Stock                      Stock         Shares     Shareholder       During            Total
                      ----------------------    Paid-in    Subscription    Held in      Advanced       Development     Stockholders'
                        Shares       Amount     Capital     Receivable      Escrow      Royalty           Stage            Equity
                      ----------    --------   --------    -----------    ---------    -----------     -----------      -----------
Shares issued
  February 18, 2005
  for cash at
  $.10 per share         100,000         100      9,900                                                                      10,000

Shares issued
  February 20, 2005
  for cash at
  $.10 per share         100,000         100      9,900                                                                      10,000

Shares issued
  February 22, 2005
  for cash at
  $.10 per share       2,600,000       2,600    257,400                                                                     260,000

Shares issued
  February 28, 2005
  for cash at
  $.10 per share         100,000         100      9,900                                                                      10,000

Shares issued
  March 4, 2005
  for cash at
  $.10 per share          40,000          40      3,960                                                                       4,000

Common stock
  subscribed,
  March 4, 2005 at
  $.10 per share          10,000          10        990                                                                       1,000

Shares issued
  May 20, 2005
  for cash at
  $.10 per share         100,000         100      9,900                                                                      10,000

Common stock
  subscription
  receivable                                                    (1,000)                                                      (1,000)

Stock offering
  costs                                         (76,182)                                                                    (76,182)

   Shareholder
     Advanced
     Royalties                                                                            (264,795)                        (264,795)

Contributed
  Capital                                        48,970                                                                      48,970

Net (loss)
  for period                                                                                              (189,352)        (189,352)
                      ----------    --------   --------    -----------    ---------    -----------     -----------      -----------

BALANCE,
  JUNE 30, 2005
  (RESTATED)          40,671,681      40,671    577,818         (1,000)     (34,500)      (264,795)       (235,693)          82,501
  (UNAUDITED)
Contributed
  Capital                                         2,100                                                                       2,100

Adjustment to
  Stock offering
  costs                                          35,000                                                                      35,000

 Liquidating
  Damages                                       (64,991)                                                                    (64,991)

   Shareholder
     Advanced
     Royalties                                                                             (21,000)                         (21,000)

Net (loss)
  for six months                                                                                          (118,451)        (118,451)
                      ----------    --------   --------    -----------    ---------    -----------     -----------      -----------

BALANCE,
  DECEMBER 31, 2005   40,671,681    $ 40,671   $549,927    $    (1,000)   $ (34,500)   $  (285,795)    $  (354,144)     $   (84,841)
                      ==========    ========   ========    ===========    =========    ===========     ===========      ===========
(UNAUDITED)


                                           SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                                                  F-4
</TABLE>


<PAGE>

                              ARMOR ELECTRIC, INC.

Notes to Financial Statements (unaudited)

NOTE 1 - BASIS OF PRESENTATION

In the opinion of management, the accompanying unaudited consolidated condensed
financial statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-QSB. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all adjustments
(consisting of normal recurring accruals) considered necessary for a fair
presentation of the Company's financial position as of December 31, 2005 and the
results of its operations and cash flows for the three and six months ended
December 31, 2005 and 2004 have been made. Operating results for the six months
ended December 31, 2005 are not necessarily indicative of the results that may
be expected for the year ended June 30, 2006.

These consolidated condensed financial statements should be read in conjunction
with the financial statements and notes thereto contained in the Company's Form
10-KSB for the year ended June 30, 2005.

On April 27, 2004 Armor acquired all of the issued and outstanding shares of
common stock of Nova Electric, Inc. (Nova, or the Company) a development stage
Nevada Corporation, formed October 29, 2003, in exchange for 21 million
restricted shares of common stock of Armor, pursuant to Section 368 (a) (1) (B)
of the Internal Revenue Code, which provides for a tax-free exchange under that
reorganization provision.

This stock exchange transaction, which is treated as a recapitalization of Nova
for accounting purposes, resulted in a change of control wherein the financial
statements included herein are those of the acquired company, Nova, the
accounting parent, consolidated with, Armor, Nova's accounting subsidiary, as
required for proper financial presentation purposes only. For legal purposes,
Armor is the parent and Nova is the subsidiary.

At the date of the stock exchange, all of the net assets of Armor were acquired
by Nova at fair value which equaled Armor's book value. Nova's fiscal year end
is June 30.

NOTE 2 - SUBSEQUENT EVENTS

JOINT VENTURE AGREEMENT

On January 12, 2006, the Company entered into a Letter of Intent to form a Joint
Venture Company, ( JVC), with Nu Pow'r, LLC (Nu Pow'r) in which Armor will be
responsible for all capitalization and administrative management.


                                       F-5



<PAGE>

On January 17, 2006, the Company entered into a Joint Venture Agreement with Nu
Pow'r to form a JVC. The formation agreement includes commitments for
contributions from both Companies. The Company will be responsible for initial
capitalization of $250,000 and on-going responsibility for providing Operational
as well as Research and Development capital as necessary. The agreement also
provides for payments to Nu Pow'r for EPS (Electric Propulsion System)
Technologies totaling $5,000,000 paid to Nu Pow'r in cash payments and
$5,000,000 for 50% equity in the JVC. The payment schedule for the $5,000,000 to
the JVC is as follows; a payment of $50,000 payable on January 13, 2006, this
payment has been made; a payment of $50,000 upon execution of the JVC agreement;
a payment of $150,000 between January 17 and April 1, 2006 as needed for
operations of the JVC.

When all these payments have been made the Company will receive a 25% equity
interest in the JVC, and receive an option to get an additional 25% equity
interest for an additional payment of $250,000. The balance of $4,750,000 (
$4,500,000, respectively) will be paid through a percentage of 25% of gross
profits from sales. The Company will be responsible for Marketing and Sales of
products for the JVC, as well as Administrative services. The agreement also
provides for profit distributions for a specific contract identified as "BIMO".
Net profit distributions from BIMO will be split 33.33% each between Nu Pow'r,
Pinstripe Financial LLC (Pinstripe), a related party from whom the initial
funding for the JVC will be derived, and the Company. All other net profits and
net losses will be divided as to the equity interest owned at the time of
distribution by the Joint Venture parties.

The JVC may be cancelled at any time by the mutual consent of all Joint
Venturers.


                                       F-5




<PAGE>

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

The following discussion contains forward-looking statements that are subject to
significant risks and uncertainties. There are several important factors that
could cause actual results to differ materially from historical results and
percentages and results anticipated by the forward-looking statements. The
Company has sought to identify the most significant risks to its business, but
cannot predict whether or to what extent any of such risks may be realized nor
can there be any assurance that the Company has identified all possible risks
that might arise. Investors should carefully consider all of such risks before
making an investment decision with respect to the Company's stock.

OVERVIEW
---------

The Company is considered a development stage company in the business of
developing and marketing electronic propulsion and battery power systems for
electric powered vehicles. The costs and expenses associated with the
preparation and filing of this quarterly report and other operations of the
Company have been paid for by private placement financing and loans from
shareholders and officers of the Company.

PLAN OF OPERATION
------------------

The Company acquired all the rights held by Nova Electric Systems Inc., (Nova)
when it entered into a stock exchange agreement whereby the Company exchanged
all the outstanding shares of Nova for Company shares.

Nova acquired rights from Nu Age Electric Inc., to certain agreements between Nu

Age and a large manufacturer of bicycles and scooters, Hero Cycles in India, for
the joint venture to manufacture and distribute many of the electric powered two
and three wheel vehicles in India and for distribution from the Hero
manufacturing facilities worldwide.

The Nova Business Plan details a number of electric powered vehicles built as
proto-type working models at the Las Vegas facility and the intent of Nova to
continue to develop a wide variety of commercial viable vehicles and products
here.

Nova will also work closely with their strategic partner, Nu Age Electric Inc.,
who has developed the agreements with Hero Cycles for manufacturing
and sales capabilities but also with other additional sales distributorships for
these electric powered products in the countries of Brazil, Mexico, Chile,
Germany, Italy, the Caribbean, Canada, the USA and other exceptional locations.

DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
-----------------------------------------------

The Company has incurred operating losses since its inception related primarily
to development and general administration costs. During the three months ended
December 31, 2005, the Company posted a loss of $36,038 and the Company has
posted a cumulative loss of $354,144 since inception

The Company's main focus during the three months ended December 31, 2005 has
been continued development of the marketing rights acquired from Nova Electric
Systems Inc.

GENERAL & ADMINISTRATIVE EXPENSES
----------------------------------

General and administrative expenses were $31,954 during the three months ended
December 31, 2005, The Company anticipates this will increase as operations
increase.

LIQUIDITY AND CAPITAL RESOURCES
--------------------------------

Since inception, the Company has financed its operations from private financing.
The company has suffered recurring losses from operations and has a working
capital deficiency of $84,842(current assets less current liabilities) as of
December 31, 2005.


                                        3




<PAGE>

FINANCING
----------

The Company's capital requirements have not been significant in the past but the
Company anticipates it will increase as development and product launch begins.

CASH REQUIREMENTS AND NEED FOR ADDITIONAL FUNDS

In order to develop the Company's marketing strategy and launch its product, the
Company anticipates it will require approximately $100,000 in the coming year
for general and administrative expenses as well as a minimum of $250,000 to
meets its obligations under the Joint Venture agreement, dated January 17, 2006,
with Nu Pow'r, to earn a 25% interest in the Joint Venture Company (JVC). Beyond
that the Company may earn an additional 25% interest in the JVC upon the payment
of an additional $250,000. However only the initial $250,000 must be paid in
installments by April 1, 2006, the next $250,000 can be paid at any time during
the term of the agreement. The $100,000 for general and administrative expenses
could be provided through additional financing by way of private placements such
as the Company has done in the past. The $250,000 for the JVC will be financed
in cooperation with Pinstripe Financial LLC, which has made a commitment, and
has been rewarded with a percentage of the profits on a certain sales contract
referenced in Joint Venture agreement. The Company is confident that it will
successfully raise the total $250,000 cash payments required under the JV
agreement in cooperation with Pinstripe.


ITEM 3.  CONTROLS AND PROCEDURES

The registrant's Principal executive officers and principal financial officer,
based on their evaluation of the registrant's disclosure controls and procedures
(as defined in Rules 13a-14 (c) of the Securities Exchange Act of 1934) as of
December 31, 2005 have concluded that the registrants' disclosure controls and
procedures are adequate and effective to ensure that material information
relating to the registrants and their consolidated subsidiaries is recorded,
processed, summarized and reported within the time periods specified by the
SEC's rules and forms, particularly during the period in which this quarterly
report has been prepared.

The registrants' principal executive officers and principal financial officer
have concluded that there were no significant changes in the registrants'
internal controls or in other factors that could significantly affect these
controls subsequent to December 31, 2005 the date of their most recent
evaluation of such controls, and that there was no significant deficiencies or
material weaknesses in the registrant's internal controls.


                                        4

<PAGE>

                           PART II: OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None

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

Between February 8 and April 18, 2005, in private placement transactions under
Regulation D and Regulations S of the SECURITIES ACT, 1933, the Company sold
5,200,000 shares of Common Stock and 5,460,000 common share purchase warrants to
the Selling Security Holders. The warrants have an exercise price of $0.15 and
an expiry date of February 22, 2012. These shares and the shares that will be
issued when and if thee warrants are exercised, are the shares that are being
registered in this prospectus.

Granite Financial Inc. ("Granite") is a broker-dealer who received 260,000 of
the warrants with an exercise price of $0.15 and an expiry date of February 22,
2012 as compensation for acting as a placement agent in the private placement
transactions. Other than the warrants issued to Granite, no brokerage or
finder's fees or commissions were paid by the Company to any broker, financial
advisor or consultant, finder, placement agent, investment banker, bank or other
Person with respect to the private placement transactions.

Gross proceeds to the Company from the private placement transaction was
$520,000. Approximate expenses relating to the transactions are estimated at
$101,662. Therefore, net proceeds are estimated at $418,338. These proceeds will
be used for paying off the amount due under an Acquisition Agreement with Nova
Electric, Inc. and to pay operating expenses.

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None

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

None

ITEM 5.  OTHER INFORMATION

None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits

         3.1.1(1)  Articles of Incorporation dated June 5, 1998
         3.1.2(1)  Articles of Amendment dated August 31, 1999
         3.1.3(2)  Articles of Amendment dated June 4, 2004
         3.2(1)    Bylaws
         31.1      Section 302 Certification
         32.1      Section 906 Certification of CEO
         32.2      Section 906 Certification of CFO

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

(1)      Previously filed as an exhibit to the Company's Form 10-SB as filed on
         January 6, 2003

(2)      Previously filed as an exhibit to the Company's Form 10-KSB as filed on
         October 15, 2004


(b)      Reports on Form 8-K filed during the three months ended December 31,
         2005.

         No Current Reports on Form 8-K were filed during the three months ended
         December 31, 2005


                                        5



<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.


Date:  February 21, 2006                    ARMOR ELECTRIC INC.


                                            /S/ Merrill Moses
                                            ------------------------------------
                                            Merrill Moses
                                            President


                                        6