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 September 30, 2006

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

COMMISSION FILE NUMBER:         333-104631

IRS Employer I.D. No.:          43-1988542

STATE OF INCORPORATION:         DELAWARE


                             TALLY-HO VENTURES, INC.
                             A Delaware corporation

                 115 Route d' Arlon, L-8311 Capellen, Luxembourg

        ISSUER'S TELEPHONE NUMBER, INCLUDING AREA CODE 011-352 2630 1540

Check  whether the issuer (1) filed all  documents  and  reports  required to be
filed by Section 13 or 15(d) of the Exchange Act during the last 12months(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
[X] Yes [ ] No

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

As of November 1, 2006, there were 13,937,985  shares of common stock issued and
outstanding.

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

<PAGE>

                             TALLY-HO VENTURES, INC.

                                TABLE OF CONTENTS


PART I. FINANCIAL INFORMATION                                                03

Item 1.  Financial Statements (Unaudited)                                    04

         Condensed Consolidated Balance Sheets
         September 30, 2006 and 2005                                         04

         Condensed Consolidated Statements of Income for
         Nine Months Ended September 30, 2006 and 2005                       05

         Condensed Consolidated Statements of Cash Flows
         Nine Months Ended September 30, 2006 and 2005                       06

         Notes to Unaudited Condensed Consolidated Financial
         Information September 30, 2006                                      07

Item 2.  Management's Discussion and Analysis
         Risks and Uncertainties                                             10

Item 3.  Controls and Procedures                                             24

PART II. OTHER INFORMATION                                                   25

Item 1.  Legal Proceedings                                                   25

Item 2.  Unregistered Sales of Equity and Use of Proceeds                    25

Item 3.  Defaults upon Senior Securities                                     25

Item 4.  Submission of Matters to Vote of Security holders                   25

Item 5.  Other Information                                                   25

Item 6.  Exhibits                                                            25

Signatures                                                                   26

<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The  accompanying   condensed  consolidated  financial  statements  of  Tally-Ho
Ventures, Inc. (the "Company") for the nine months ended September 30, 2006 have
been  prepared  by  the  Company's  management  and  they  do  not  include  all
information  and notes to the  financial  statements  necessary  for a  complete
presentation of the financial position, results of operations, and cash flows in
conformity with accounting principles generally accepted in the United States of
America. In the opinion of management,  all adjustments considered necessary for
a fair  presentation  of the results of operations  and financial  position have
been included and all such adjustments are of a normal recurring nature.

Operating  results for the nine months period ended  September 30, 2006, are not
necessarily  indicative  of the results that can be expected for the year ending
December 31, 2006.






<PAGE>

                             TALLY-HO VENTURES, INC.
                      Condensed Consolidated Balance Sheets
                                   [Unaudited]

                                                    As at             As at
                                                Sep 30, 2006       Dec 31, 2005
Assets
   Current Assets
      Cash and Cash Equivalents                  $1,378,589         $622,563
      Escrow Accounts                            $3,646,301       $5,304,681
      Sales Ledger Receivables                     $739,521       $2,543,992
      Other Receivables                            $637,803         $117,027
      Accrued Income                               $243,928          $14,738
      Prepaid Expenses                                   $0           $2,403

   Total Current Assets                          $6,646,142       $8,605,404
                                                 ------------------------------

   Long-term Investments                           $654,956          $18,985
   Property-Plant and Equipment
      Furniture and Fittings                        $31,526          $63,341
      Office Equipment                              $52,470          $93,403
   Intangible Assets
      Acquired Client Relationships                      $0       $3,716,698
      Goodwill                                   $7,276,298       $3,168,117
                                                 ------------------------------
Total Assets                                    $14,661,393      $15,665,948
                                                 ==============================
Liabilities & Stockholders' Equity

   Current Liabilities
      Escrow Accounts Payable                    $3,642,552       $5,155,848
      Other Amounts Payable                        $296,426       $1,566,492
      Commission Payable                         $1,018,891       $1,980,863
      Income Tax payable                           $447,153         $395,895
      Accrued Expenses                             $209,309         $135,586

   Total Current Liabilities                     $5,614,332       $9,234,684
                                                 ------------------------------
   Other Liabilities
      Minority Interest                            $442,880         $338,968

   Total Liabilities                             $6,057,212       $9,573,652
                                                 ------------------------------
   Capital Stock
   Common Stock, par value $0.001 per share
   Authorized Shares: 75,000,000
   Issued Shares: 13937985                          $13,938           $8,651
   Paid-in Capital                               $6,547,026               $0
   Retained Earnings                             $2,043,217       $6,083,645

   Total Shareholders' Equity                    $8,604,180       $6,092,296
                                                 ------------------------------
                                                 ------------------------------
Total Liabilities & Shareholders' Equity        $14,661,393      $15,665,948
                                                 ==============================


<PAGE>
<TABLE>
<CAPTION>
                             TALLY-HO VENTURES, INC.
                    Condensed Consolidated Income Statements
                                   [Unaudited]

                                            For the         For the          For the         For the
                                             Period          Period           Period          Period
                                           Jul 1 to        Jul 1 to         Jan 1 to        Jan 1 to
                                       Sep 30, 2006    Sep 30, 2005     Sep 30, 2006    Sep 30, 2005
                                      --------------------------------------------------------------
<S>                                             <C>             <C>              <C>             <C>
Commission and Fees Received             $5,244,441      $1,095,540       $8,978,501      $3,055,152
Commission and Fees Paid                -$2,350,905       -$670,146      -$4,009,051     -$1,868,846

Gross Margin from Operations             $2,893,537        $425,394       $4,969,451      $1,186,306
                                      --------------------------------------------------------------

Operating Expenses
   Remuneration & Social Security         -$901,976        -$54,516      -$1,708,044       -$152,029
   Administrative Expenses              -$1,399,731       -$185,243      -$2,106,766       -$546,589
   Depreciation                            -$59,196        -$12,978        -$217,363         -$8,934

Income from operations                     $532,634        $172,657         $937,278        $478,754
                                      --------------------------------------------------------------
Other Revenues/Gains
   Interest revenue                         -$6,896            $548           $4,793          $1,528
   Income from Franchising                       $0              $0         $562,689              $0
Provisions for Income Tax                  -$18,141              $0        -$224,399              $0
Minority Interest                           -$8,065              $0         -$27,238              $0

                                      --------------------------------------------------------------
Net Profit                                 $499,531        $173,205       $1,253,122        $480,282
                                      ==============================================================
Net Income per share,                         $0.04           $0.02            $0.09           $0.06
Basic and Diluted
Weighted average number of shares        13,937,985       8,000,750       13,937,985       8,000,750
Outstanding, Basic and Diluted
</TABLE>

<PAGE>

                             TALLY-HO VENTURES, INC.
                 Condensed Consolidated Statements of Cash Flow
                           September 30, 2006 and 2005
                                   [Unaudited]
                                                        For the         For the
                                                         Period          Period
                                                       Jan 1 to        Jan 1 to
                                                   Sep 30, 2006    Sep 30, 2005

Cash Flows from Operating Activities:
Net Income:                                          $1,253,122        $480,282
Adjustments to reconcile net income to net cash
Decrease in Escrow Accounts                          $1,658,380              $0
Decrease in Accounts Receivables                     $1,804,471        $187,024
Increase in Other Receivables                         -$520,776              $0
Increase in Accrued Income                            -$229,190              $0
Decrease in Pre-paid Expenses                            $2,403          $2,385
Increase in Long Term Investments                     -$635,971              $0
Amortization and Depreciation                           $72,748         $38,934
Decrease in Escrow Accounts Payable                 -$1,513,296              $0
Increase in Other Amounts Payable                      $276,960              $0
Decrease in Accounts Payable                          -$961,972       -$787,678
Increase in Income Tax Payable                          $51,258              $0
Increase Accrued Liabilities                            $73,723         -$8,952
Minority Interest                                      $103,912              $0
                                                   ----------------------------
Net Cash flow from operating activities              $1,435,772        -$88,005
                                                   ----------------------------
Cash Flows From Investing Activities
Cash Acquired in Acquisition                           $228,788              $0
Acquisition of minority interest                      -$908,534              $0
                                                   ----------------------------
Net Cash flow from investing activities               -$679,746              $0
                                                   ----------------------------
Cash and cash equivalents at beginning of period       $622,563        $286,859
                                                   ----------------------------
Cash and cash equivalents at end of period           $1,378,589        $198,854
                                                   ============================

<PAGE>

                             Tally-Ho Ventures, Inc.
              Notes to Condensed Consolidated Financial Statements
                                   (Unaudited)

1. Basis of Presentation

The accompanying  unaudited consolidated financial statements have been prepared
in accordance  with the rules and  regulations  of the  Securities  and Exchange
Commission  (the SEC).  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
only  of  normal  recurring   adjustments,   necessary  to  present  fairly  the
consolidated  financial  position of Tally-Ho  Ventures,  Inc. (the "Company" or
"Tally-Ho")  as of September 30, 2006 and the results of its  operations and its
cash flows for the nine months  period  ended  September  30, 2006 and 2005 have
been  included for the periods  presented.  The results of  operations  and cash
flows for the nine months period ended  September  30, 2006 are not  necessarily
indicative  of the results to be expected  for any other  interim  period or the
full year.  The balance sheet at September 30, 2005 has been  extracted from the
audited  financial  statements  for the 12 months period ended December 31, 2005
but does not include all the  information  and  footnotes  required by Generally
Accepted Accounting  Principles for complete financial  statements.  Appropriate
adjustments have been made to the financial  statements for the 12 months period
to  arrive  at the 6  months  period  and  are  consistent  year  end  financial
statements.   These  consolidated   financial   statements  should  be  read  in
combination with the audited consolidated financial statements and notes thereto
for the year ended December 31, 2005.

2. Principles of Consolidation

The consolidated  financial  statements include the accounts of the Company, its
wholly-owned  subsidiaries,  and  those  entities  in which  we have a  variable
interest.  Inter-company  balances and transactions  have been  eliminated.  All
transactions  that are related to  discontinued  operations  are  eliminated and
wherever applicable are described separately.

The following are the details of results of operations [Reg. 310 (b)] related to
the subsidiaries:

Master Finance Holdings SA

Gross Margin from Operations                        $3,590,038
Operating Expenses                                 -$2,512,813
Income from operations                              $1,077,225
Interest revenue                                        $4,259
Provisions for Income Tax                            -$198,408
Minority Interest                                     -$27,238
Net Profit                                            $855,837

<PAGE>

Master Trust SA

  Gross Margin from Operations                      $1,379,413
  Operating Expenses                               -$1,206,671
  Income from operations                              $172,742
  Interest revenue                                        $534
  Provisions for Income Tax                           -$25,991
  Net Profit                                          $147,285


3. Use of Estimates

The preparation of financial  statements in conformity  with Generally  Accepted
Accounting  Principles  requires  estimates  and  assumptions  that  affect  the
reported amounts of assets and liabilities,  revenues and expenses,  and related
disclosures of contingent  liabilities in the consolidated  financial statements
and accompanying notes. Estimates are used for, but not limited to, valuation of
investments,  receivables valuation,  sales returns,  incentive discount offers,
inventory  valuation,  depreciable  lives of fixed assets,  internally-developed
software,   valuation   of  acquired   intangibles,   income  tax,   stock-based
compensation,  and  contingencies.  Actual results could differ  materially from
those estimates.

Certain  amounts  from prior  periods have been  reclassified  to conform to the
current period presentation. This reclassification has resulted in no changes to
the Company's accumulated deficit or net profits presented.

4. Earnings per Share

Basic earnings per share are calculated using our  weighted-average  outstanding
basic common shares as on the closing date of the reporting period.

5. Intangible Assets

Acquired  intangibles  totaled  $7,276,298  and have  estimated  useful lives of
between one and ten years.  The excess of purchase  price over the fair value of
the net assets acquired is classified as "Goodwill" on our consolidated  balance
sheets. The results of operations of the acquired business have been included in
our consolidated results from the closing date forward.

6. Depreciation of Fixed Assets

Fixed assets include assets such as furniture and fixtures and office equipment.
Depreciation  is recorded on a  straight-line  basis over the  estimated  useful
lives of the  assets  generally  five  years or less.  Depreciation  expense  is
generally classified within the operating expense categories on our consolidated
statements of operations

7. Escrow Accounts

Escrow Accounts represent monies received by Master Finance Europe SA and Master
Finance Belgium SA from their clients and held in the accounts of the respective
subsidiary companies on behalf of clients and would be paid to various financial
and investment  institutions when formalities related to investment  transaction
are complete.  It is, in short,  third parties'  monies held in bank accounts in

<PAGE>

the name of the subsidiaries of the Company.  There is an item under the Current
Liabilities  with the title  Escrow  Accounts  Payable  which  represents  total
amounts  payable on behalf of clients and the  variance  represents  accumulated
interest revenue.

8. Other Assets

Other Long-term Assets included in our  consolidated  balance sheets are amounts
primarily related to security deposits for licenses.

9. Accrued Expenses and Other Current Liabilities

Accrued  expenses at September  30, 2006 include the  accumulated  indemnity and
social security for employees. Commission Payable represents the brokers who are
owed commission on the business in the pipeline which is included in the revenue
on accrual basis.

Income Tax Payable  represents  the income tax  liability  to the Grand Duchy of
Luxembourg based on the income of the previous year.

10. Commission and Advisory Fees Received

Commission and Advisory Fees Received include the commission earned and realized
together with accrued commission on business in the pipeline after providing for
the normal lapses on historical basis.

11. Allowance for Doubtful Accounts

The allowance for doubtful accounts on accounts  receivable is charged to income
in amounts sufficient to maintain the allowance for uncollectible  accounts at a
level management  believes is adequate to cover any probable losses.  Management
determines  the  adequacy  of  the  allowance  based  on  historical   write-off
percentages  and  information  collected  from  individual  customers.  Accounts
receivable are charged off against the allowance when collectibles is determined
to be permanently impaired  (bankruptcy,  lack of contact,  account balance over
one year old,  etc.).  The  receivables  are mainly from banking and non banking
financial  institutions  and therefore,  historically  bad debts are negligible.
However, in the current financial statement for the quarters reported, an amount
of  $312,689  has been  written  off out of the total  amounts  receivable  from
franchisees,  based on the franchise agreement and has shown as an income in the
first  two  quarters.   The  said  amount  of  bad  debts  is  included  in  the
Administrative Expenses.

12. Cash and Cash Equivalents

As of September 30, 2006 and December 31, 2005 our cash and cash  equivalents of
$1,378,589  and $622,563 were assessed at fair value and were consisted of cash,
and bank balances.

13. Long-Term Debts

We do not have any long term debts

<PAGE>

14. Related Party Transactions

Minority  interest  represents  12.5% equity held by La Financiere  Wolf Sarl, a
company owned by Mr. Emanuel Wolf,  Managing Director of Master Finance Holdings
S A, in the company  Master  Finance  Europe S A, an 87.5%  subsidiary of Master
Finance Holdings S A.

15. Legal Proceedings

In the ordinary course of business,  the Company,  from time to time is involved
in various  pending or  threatened  legal  actions.  The  litigation  process is
inherently  uncertain  and it is possible  that the  resolution  of such matters
might have a material adverse effect upon the financial condition and/or results
of  operations  of the  Company.  However,  in  the  opinion  of  the  Company's
management,  matters currently pending or threatened against the Company are not
expected to have a material adverse effect on the financial  position or results
of operations of the Company.

16. Discontinued Operation

In the previous  fiscal  year,  the Company had  franchised  the  operations  of
Belgravia Intervest Group Limited to Affinity Trust S A and later sold the title
of ownership to Amalgamated  Holdings S A to avoid conflict of interest  between
the Company's  future  development  plans and the  operations of newly  acquired
subsidiaries with Belgravia  Intervest Group Limited.  Affinity Trust S A failed
to  comply  with  its  responsibilities  as  per  the  franchise  agreement  and
therefore,  the  Company  had to rescind the  franchise  agreement  and also the
agreement to sell the title of ownership in Belgravia Intervest Group Limited to
Amalgamated  Holdings  SA.  Considering  the fact that the business of Belgravia
Intervest  Group Limited still  remained in conflict with the interests of other
subsidiaries of the Company,  the management sold all the assets and liabilities
of Belgravia Intervest Group Limited to Consolidated Finance, Inc for the sum of
$250,000  and for a  guarantee  to  indemnify  the  Company  from any claims for
compensation from the clients of Belgravia Intervest Group Limited.

17. Revenue Recognition

The entire income reported was accounted based on commission  actually earned by
the Company or its subsidiaries. Company's subsidiaries provide financial advice
to its  clients  and  clients  invest  money  based on  advice  of  officers  or
consultants of the  subsidiaries.  The subsidiary will be paid commission on the
basis of funds placed by the client with the investment  product provider.  Upon
receipt of documents  proving  investment  by client,  the  transaction  will be
complete and  commission  can be considered as earned.  The Company's  income is
basically  commission  from  investment  companies  and  when an  investment  is
completed by a customer the commission  income has become due to the Company and
at that stage,  the Company  considers the income as  recognizable in compliance
with SAB Topic 13.

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

1. CAUTION REGARDING FORWARD-LOOKING INFORMATION

Certain  statements  contained  in  this  annual  filing,   including,   without
limitation, statements containing the words "believes", "anticipates", "expects"

<PAGE>

and  words  of  similar  import,  constitute  forward-looking  statements.  Such
forward-looking  statements  involve known and unknown risks,  uncertainties and
other factors that may cause the actual results,  performance or achievements of
the Company,  or industry  results,  to be materially  different from any future
results,   performance   or   achievements   expressed   or   implied   by  such
forward-looking statements.

Such factors include, among others, the following:  international,  national and
local general economic and market conditions;  demographic  changes; the ability
of the Company to sustain,  manage or  forecast  its growth;  the ability of the
Company to successfully make and integrate acquisitions;  raw material costs and
availability;  new product  development and  introduction;  existing  government
regulations  and  changes  in,  or  the  failure  to  comply  with,   government
regulations;  adverse publicity;  competition; the loss of significant customers
or suppliers;  fluctuations  and  difficulty in forecasting  operating  results;
changes in business strategy or development  plans;  business  disruptions;  the
ability  to attract  and  retain  qualified  personnel;  the  ability to protect
technology; and other factors referenced in this and previous filings.

The Company is focused on building a revenue stream from acquisition of existing
companies operating profitably or acquisition of existing companies operating at
a loss, but with ample business opportunities to run them profitably.

This report contains  forward-looking  statements  within the meaning of Section
27A of the  Securities  Act.  These  statements  relate to future  events or the
Company's future financial performance.  The Company intends the forward-looking
statements throughout this quarterly report and the information  incorporated by
reference  to be  covered  by the safe  harbor  provisions  for  forward-looking
statements.  All  projections  and statements  regarding the Company's  expected
financial position and operating results,  its business strategy,  its financing
plans and the outcome of any contingencies are forward-looking statements. These
statements can sometimes be identified by the use of forward-looking  words such
as may, believe,  plan, will,  anticipate,  estimate,  expect, intend, and other
words and phrases of similar meaning. Known and unknown risks, uncertainties and
other factors  could cause the actual  results to differ  materially  from those
contemplated  by the  statements.  The  forward-looking  information is based on
information  available  as of the  date of this  report  on Form  10-QSB  and on
numerous assumptions and developments that are not within our control.  Although
the Company  believes  these  forward-looking  statements  are  reasonable,  the
Company cannot assure you they will turn out to be correct.

2. DESCRIPTION ABOUT THE COMPANY AND THE BUSINESS

Tally-Ho  Ventures,  Inc.  was  registered  on  November  21, 2002 as a Delaware
corporation  with  authorized  share capital of $75,000  divided into 75,000,000
ordinary shares with par value of $0.001 per share with its registered office at
3422 Old  Capitol  Trail,  Suite 584, in the City of  Wilmington,  County of New
Castle, Delaware 19808, United States of America.

On April 18, 2003,  the Company filed a registration  statement with  Securities
and  Exchange  Commission  for an  initial  public  offer of its  shares for the
purpose of  developing  its  business  in the field of  production  of short and
feature-length  films,  television  pilots  and  web-exclusive  video  skits and
vignettes,  distribution  pf  web-exclusive  video skits and  vignettes  via the
website  and other  relevant  websites,  in order to  generate  interest  in the
Company's  work and have its products  purchased  for  distribution,  submit its
short and  feature-length  films to film  festivals  and markets,  as well as to

<PAGE>

appropriate television channels, and also distribute these films via its website
and other  relevant  websites,  and finally,  to send out copies of its films to
members of the  entertainment  industry who might be  interested in the content,
attempt  to show  and/or  submit  its  television  pilots to  executives  at the
appropriate  television  channels  for the  purpose  of  having  its  television
programs air on their channels; or, in the alternative, generate interest in its
television pilots by distributing them over its website,  as well as circulating
them  among  members  of the  entertainment  industry.  The  Company  filed  six
additional   registrations   statements  to  amend  the  original   registration
statement.

On November 7, 2003, the U.S.  Securities and Exchange  Commission  declared the
Company's  registered stock offering pursuant to Section 5 of the Securities Act
of 1933 effective.  The Commission assigned Company registration  statement File
No. 333-104631.  The offering was commenced on November 7, 2003 with an offering
date of November 7, 2003.  The offering was  terminated on January 1, 2004 after
the sale of 1,065,875 shares at $0.01. The title of the class of equity that was
registered and offered was Common Stock with $0.001 par value.

In the last quarter of 2004, the Company was approved for an un-priced quotation
on the `Over The Counter  Bulletin Board' (OTC BB) stock quotation  service.  In
the first quarter of 2005,  the Company  received a priced  quotation on the OTC
BB.

On May 9, 2005,  the  Company  underwent  a 1 for 30 reverse  stock split of its
issued and outstanding  shares of common stock.  All share and per share amounts
have been  restated  as if the split had  occurred on the first day of the first
period presented.

On May 12, 2005, the Company exchanged  4,563,490 shares of its common stock for
100%  of the  ownership  interest  in  Belgravia  Intervest  Group  Limited,  an
international  business company  registered in the British Virgin Islands.  As a
result of this reverse  merger,  Belgravia  Intervest  Group Limited  became the
operating company by recapitalization  and the business plan associated with the
Company prior to the transaction has been abandoned.

On September 27, 2005, the Company  entered into a Share Purchase  Agreement for
the acquisition of 100% of the ownership in Master Finance Group of companies, a
Luxembourg based business group.

The Company's business was then focused on international  financial services and
the operation of the company for the last 18 months proved to be successful.

The Company  filed its quarterly  reports on August 22, 2005,  November 21, 2005
and its annual report on April 20, 2006.  The  quarterly  reports of the current
year  were  filed on May 1, 2006 and July 3, 2006  respectively.  The  financial
reports filed so far after the reverse  merger and  redirection  of the business
plans of the Company proves that the current line of operation of the Company is
successful.

On June 29, June 2006,  the Company sold  Belgravia  Intervest  Group Limited to
Centurion  Finance,  Inc. for  $250,000  and for a guarantee  to  indemnify  the
Company from any claim for compensation from unsatisfactory clients of Belgravia
Intervest Group Limited during the period the Company owned Belgravia  Intervest
Group Limited.

<PAGE>

On August 4, 2006 the Company  acquired  Protrust  Private  Clients SA., a Swiss
fiduciary  company for the sum of $8,000,000  and in September  2006 changed the
name Protrust Private Clients SA to Master Trust SA.

3. MANAGEMENT OF THE COMPANY

The Company is not conducting  any business  directly and all its operations are
carried out through subsidiaries. Therefore, the Company's management is limited
to very few key  personals  including  the  board of  directors.  Currently  the
management of the Company is by the following individuals:

A. Mr. Nigel Gregg

Mr. Nigel Gregg was  appointed as the Chief  Executive  Officer and President of
the Company on July 1, 2006. Upon resignation of Mr. Peter Smith as the Chairman
of the Company, Mr. Gregg occupies the post of Chairman.

Mr. Gregg has over 15 years experience in the financial  services  industry.  He
started as a trainee  accountant for KPMG,  Dublin and in five years he became a
fully qualified Certified Accountant.  In 1995 he joined as financial controller
with Quality Goods International, a large distribution company based in Dublin.

In 1999, Mr. Gregg joined Prudential International, as an accountant. In 2001 he
moved departments within Prudential  International;  and joined the newly formed
international division of Prudential International,  looking to promote sales of
its product within Europe.  Mr. Gregg was  responsible  for developing  business
opportunities   for  Prudential  in  Europe.  He  spent  the  last  three  years
establishing  relationships  with  distributors,  which  now  represent  40%  of
Prudential's international sales.

B. Mr. Jose Meleth

Mr. Jose Meleth was appointed as a Vice  President,  Treasurer,  Chief Financial
Officer and Secretary of the Company  immediately  after the reverse  merger has
been  completed.  On the same day he was  elected  as a member  of the  board of
directors of the Company.

Mr. Meleth obtained his Bachelors  Degree in Commerce in the year 1987,  Masters
Degree in Commerce in the year 1989 and Bachelors Degree in Law in the year 1991
from Mahatma Gandhi  University.  He obtained  Masters Degree in Law from Bombay
University in the year 1997. Mr. Meleth is a qualified accountant.  Mr. Meleth's
accomplished  finance  career  includes  roles as  auditor  and  counsel  to the
Ministry  of  Finance,   Government  of  India.  He  has   participated  in  the
investigations  for the Bombay Stock Exchange  Securities  Division and acted as
auditor in numerous securities transactions.

Mr. Meleth joined Intervest  Limited in 1998 as chief accountant and advanced to
the post of chief financial officer and finance director in 2000.

Currently  he is  director  of several  companies  based in  several  countries,
overseeing the finance,  credit,  operations,  payroll, legal and lending areas.
Mr. Meleth also works closely with the Chief  Executive  Officer  developing and
executing  the  comprehensive   business  and  financial  management  strategies
required in accomplishing the Company's growth objectives.

<PAGE>

Mr.  Meleth  is a member  of the  International  Bar  Association,  London,  the
Institute of Directors,  London, the Chartered Insurance Institute,  London; the
Association of International Accountants, London; and the Institute of Financial
Consultants, USA.

Mr. Peter Smith,  who was formerly the Chief  Executive  Officer and Chairman of
the Company has resigned from all offices with the Company on October 19, 2006

4. SUBSIDIARIES OF THE COMPANY

Tally-Ho  Ventures,  Inc. as of now does not engage in any  business  activities
wherein it has direct  involvement  with the customers or clients.  All business
operations of the Company are carried out through its subsidiaries.

A. BELGRAVIA INTERVEST GROUP LIMITED

On May 12, 2005, the Company exchanged  4,563,490 shares of its common stock for
100%  of the  ownership  interest  in  Belgravia  Intervest  Group  Limited,  an
international  business company  registered in the British Virgin Islands.  As a
result of this reverse  merger,  Belgravia  Intervest  Group Limited  became the
operating company and the business plan associated with the Company prior to the
transaction has been abandoned.

Belgravia Intervest Group Limited is a wealth management organization focused on
serving  the needs of families  and high net worth  individuals  throughout  the
world,  with over $450  million  under  management  providing  a broad  range of
sophisticated services,  including financial counseling,  estate planning, asset
allocation, investment management and corporate services.

After  acquisition of Master Finance  Holdings S A, a Luxembourg based financial
services company;  the Company franchised the operations of Belgravia  Intervest
Group  Limited to  Affinity  Trust S A and sold the entire  shares of  Belgravia
Intervest  Group  Limited to  Amalgamated  Holdings  S A as a package.  However,
Affinity  Trust S A failed to comply with its  obligations  and  therefore,  the
franchising  and sale of shares were cancelled in the month of June 2006. Due to
the conflict of interest in  maintaining  the  ownership of Belgravia  Intervest
Group  Limited  and  anticipating  the  possibilities  of  potential  claims for
compensations  if kept  under the same  ownership,  the  management  decided  to
dispose the  ownership  of  Belgravia  Intervest  Group  Limited by selling 100%
shares in Belgravia  Intervest Group Limited to Centurion Finance,  Inc. for the
consideration  of $250,000 and for a guarantee  with an undertaking to indemnify
the Company from any claims for  compensation due to the operations of Belgravia
Intervest  Group  Limited or due to the ownership of Belgravia  Intervest  Group
Limited by the Company  during the period of May 12, 2005 to June 30, 2006.  The
consideration  amount has been paid by the buyer during the reported quarter and
completed the transaction.

Belgravia  Intervest  Group Limited and its affairs and management  shall not be
reported by the Company from now onwards.



<PAGE>

B. MASTER FINANCE HOLDINGS S A

On September 27, 2005, the Company  entered into a Share Purchase  Agreement for
the  acquisition  of 100% of the  ownership  in Master  Finance  Holdings  SA, a
Luxembourg based financial services company.

Master  Finance Group is a private  wealth  management  organization  focused on
serving the needs of mid wealth  families  and  individuals  in  Luxembourg  and
Belgium.  MFG markets products through its proprietary  sales force of around 20
people and its network of over 200  insurance  brokers.  The products  which are
marketed by MFG are done so, on an exclusive  basis in the regions in which they
operate and they enjoy  monopoly in their area of  business.  There are no other
competitors to MFG in some of the product line in its regions of operation.

The original model for MFG was developed in 1980 selling  American  mutual funds
and American  Canadian real estate  investments.  The business grew successfully
over this period and was  incorporated  in its current  model by the purchase of
Merchant  Capital S.A.  After  various  capital  restructures  it became  Master
Finance.

In 1991 MFG diversified  its products base into offering with profit  investment
funds  from  high  profile  providers  and  sales  peaked  in the  year  2001 at
$290,000,000 in total sales.

Sales were further  impacted  with the closure of certain funds and a foray into
leverage fund products.  These leverage  funds were  susceptible,  in the market
downturn,  to frequent  margin calls which had a negative  effect on credibility
with  clients.  In order to avoid  further  problems MFG  renegotiated  with the
provider who changed the bonus structure on the product to a fixed return over a
period of time and further new sales into this  product  were  suspended At this
time MFG negotiated with  Prudential  plc,  subsidiaries of which are authorized
and regulated by the Financial Services Authority,  in United Kingdom to offer a
with profit based fund on an exclusive  basis and,  with the upturn in the stock
market, sales began to recover and since 2003 sales have improved by 20% year on
year.

MFG  operates  on an  "initial  commission"  basis  because of the nature of the
products that are sold. No monthly payment  products exist,  although there is a
development  in the pensions and the mortgage  area being  developed  presently.
With initial  commission MFG is not  susceptible  to any claw back  commissions.
There are a small amount of renewal commissions amounting to $200,000 per annum.

MFG had a geographically  diverse  shareholding  which, the management felt, was
over  complicated  and  required  restructuring  prior to a sale.  This has been
achieved  registering  new companies in Belgium and  Luxembourg.  Master Finance
Belgium S A was  registered  to take over all the  Belgium  based  business  and
Master  Finance  Europe S A was  registered  for the  purpose of taking  over of
Luxembourg based  operations.  Thereafter Master Finance Holdings S A was formed
to bring all the operations under a single umbrella.

Management of Master Finance Holdings S A:

Mr. Jose Meleth:  General Director:  Mr. Meleth, who is a member of the Board of
Directors, Vice President,  Chief Financial Officer and Company Secretary of the
Company of Tally-Ho Ventures, Inc., also acts as the Managing Director of Master
Finance Holdings S A.

<PAGE>

Mr.  Emmanuel  Wolf:  Founder and  Director:  Mr. Wolf has been  involved in the
financial services advisory industry since the beginning of seventies.  Mr. Wolf
is the founder of Master  Finance  Group and still  remains as the driving force
behind the successful  operation of Master Finance Group.  Mr. Wolf is currently
the Managing  Director of Master Finance Belgium S A and Master Finance Europe S
A, the two subsidiaries of Master Finance Holdings S A. Mr. Wolf is in charge of
the entire  operations of the de facto  business of Master Finance Group through
the two subsidiaries of Master Finance Holdings S A.

Rvo Drie Koningen N V duly represented by Mr. Rainier Van Outryve  d'Ydewalle is
a director of Master  Finance  Holdings S A and Master  Finance Europe S A as an
observer and their  appointment is based on the local  requirements for external
directors to ensure the  transparent  and prompt  management of companies in the
country.

Ms. Sabrine Wolf: Marketing Manager: Ms. Wolf has a degree in marketing. She has
been working with Master Finance Group over a number of years and she joined MFG
full  time in 1999 as the  person  in charge  of the  marketing  department  and
customer relationship  management.  Ms. Sabrine Wolf is daughter of Mr. Emmanuel
Wolf.

Mr. Andre  Geskens:  Sales Manager:  Mr. Geskens is responsible  for the Belgian
market.  Mr. Geskens has over 30 years  experience in the sales field. He joined
Master Finance Group in 1996. He is responsible for the sales performance of the
Belgian  Consultants and for developing  business from the outsourced  Insurance
Brokers.

Mr. David Martin:  Product Manager:  Mr. Martin is responsible for the technical
management  of the products in MFG. He has  extensive  knowledge of the products
distributed by MFG having provided technical product support for 14 years.

Staff:  There is 7 full-time  employed staff within MFG, 5 in the administration
and 2 in the marketing.  The sales force consists of 20 fulltime consultants who
are remunerated on a commission  only basis.  The average age of the consultants
is 45 and the average tenure is 10 years.  This represents a stable sales force.
As the sales staff has become older,  some have  recruited  sons or daughters in
order to  continue  with the  client  base and  business  that has been built by
parents.  Although a small  recruitment  process is  underway,  the  recruitment
situation is more organic than organized as the need for further  recruitment is
minimal.

MFG has a mature client base of 4000 developed  since inception from both direct
sales and through  insurance  brokers.  The average per capita  investment  from
direct  sales client is $200,000  and the average  investment  from an insurance
broker's client is $100,000. Currently the size of funds introduced into various
products is $625,000,000.  New business is generated by 50%  re-investment  from
clients,  17%  referrals  and 33% new  business.  Although  new  business is, of
course,  important  the high level of  referrals  and  re-investment  indicate a
stable client base. The client base of each Consultant belongs to MFG and not to
the  consultant.  There is no  arrangement in place,  as other  companies do, to
purchase the client base upon a consultant leaving the Company.

Master  Finance  Europe S A is  regulated  in  Luxembourg  by  Commissariat  aux
Assurances and Master Finance  Belgium S A is regulated in Belgium by Commission
Bancaire,  Financier et des  Assurances.  License No. 62099.  Both the companies
operate a representative office through a passport arrangement in France.

<PAGE>

C. MASTER TRUST SA (formerly Protrust Private Clients SA)

On November 29 2005,  the Company  signed heads of  agreement  to execute  share
purchase  agreement for the  acquisition  of 100% of the  ownership  interest of
Protrust  Private  Clients  S.A.  (Protrust).   Protrust  which  was  originally
established in 1992,  transformed  itself into an authorized  fiduciary trust in
August 1996 and named as Protrust  Switzerland  SA; the name changed to Protrust
Private  Clients SA in February 2001, as part of a group  re-branding  exercise.
Protrust was set up specifically to manage  leveraged  with-profits  investments
for high net worth  investors,  under the  terms of a  discretionary  management
agreement.  Over  the last  nine  years,  Protrust  has  built up a  significant
portfolio  of funds under  management,  which  generates a  substantial  ongoing
revenue stream. Protrust is a fully authorized fiduciary company, subject to the
regulatory  control of Swiss  Cantonal  Government.  As such Protrust is able to
offer  full range of  services  to its  clients  including:  full  discretionary
management,  holding clients assets in Protrust's  name, and trading for clients
over a wide range of assets including investments and real estate.

Protrust has been subject to regular regulatory inspections by KPMG on behalf of
the OADFCT and no regulatory issues have been raised.

Protrust has  successfully  acted as an  interface  between  United  Kingdom and
offshore life offices and independent  intermediaries in Italy,  Switzerland and
the Far East and is regarded as one of the  founders of  leveraged  With-Profits
business.  Protrust  has managed this type of business  successfully  for over a
decade.  Success has come through  specialization  and  concentration on a niche
product and by providing services for investors and distributors.

Having been  established for some years in the market the management and support
team is  extremely  competent  and  well  experienced.  Protrust  is  very  cost
effective,  as it is able to manage a large portfolio without the need for large
numbers of staff.  Under the terms of the letter of intent,  the  operations  of
Protrust are expected to become an operating  subsidiary  of Tally-Ho  Ventures,
Inc. with key members of the Protrust  management  team entering into  long-term
employment contracts.

On  August  4,  the  Company  entered  into  final  agreement  to  complete  the
acquisition of Protrust Private Clients SA, a Swiss based fiduciary company. The
management  has filed Form 8-K on August 16, 2006 for the  purpose of  reporting
the said  acquisition.  Relevant  documents  related to the acquisition has been
annexed to the Form 8-K.

The Company has changed the name of Protrust  Private Clients SA to Master Trust
SA with effect  from  September  1. The  financial  statements  included in this
report  include the financial  results of Master Trust SA.  Management is in the
process of restructuring the management team of Master Trust SA.

5. BUSINESS PLANS FOR ACTION AND EXECUTION.

The  management of the Company is in the  preparation  and  formalizing  various
business plans for the development of the Company toward the future.  Such plans
include, but not limited to:

     i.   Develop distribution channel - business model/financial template;
     ii.  Develop all business units to critical mass,  financial  stability and
          to `franchise model' capability;

<PAGE>

     iii. Continually  look at  opportunities  to  acquire  or link  with  other
          international IFAs;
     iv.  Grow  manpower and turnover in each  distribution  channel to critical
          mass in line with the defined financial templates;
     v.   Develop professional alliances with banks,  accountants and solicitors
          in all territories;
     vi.  Develop and grow recurring income streams;
     vii. Market  Opportunities;  The  management  see two key  areas of  market
          opportunities  within the current  market that  provide  them with the
          potential to become the dominant brand;
     viii. Distribution Opportunity;
     ix.  Client Proposition Opportunity

The  international  financial  advisory  market  displays  a  number  of  unique
characteristics, which can be summarized as follows:

     i.   The market is fragmented, ill disciplined and dominated by one/two man
          financial advisers.
     ii.  The market is still largely  commission driven although this situation
          is evolving.
     iii. Most of these small financial  advisers are focused on cash flow. They
          lack the financial resources and expertise to develop their businesses
          beyond break-even.
     iv.  Following the closure of Towry Law International in 2004, no financial
          advisers group  dominates the market,  most financial  advisers groups
          disintegrate  after a few years  usually  because  of the  short  term
          `lifestyle-management'  approach  adopted  by  the  principals  of the
          businesses concerned.

Although regulation is poor and inadequate in many territories, the situation is
evolving  rapidly.  The United Kingdom  compliance  model is being introduced in
many  jurisdictions and international  financial  advisers are concerned by, and
are largely unprepared for, the consequences and the costs of regulation.

Few international  financial  advisers have made significant  investment into IT
support  systems  and  personnel.  This will  hamper  their  ability  to survive
healthily in the more regulated markets.

Without  adequate  funding,  marketing  support  and  operating  in  unregulated
environments, many financial advisers lack the credibility that the group status
carries.

There is growing  awareness  among product and service  providers of the need to
align themselves only with the good quality,  productive  financial advisers who
will emerge as winners in this environment.

There  will  not be any  requirement  of  additional  finance  to  carry  on the
operations  they are.  However,  the Company intends to raise finance by private
placement of stock and borrowing to meet the financial  requirements in relation
to new  acquisitions.  On a regular  basis  management  analyze  the  investment
products available in the market to find out the most suitable product lies that
can be used by the distribution channels of the Company.  Decisions are taken on
the basis of the returns available to the investors,  rate of commission paid by
the product provider,  reputation of investment companies and reliability of the
guaranteeing agents.

<PAGE>

The Company has not reached in any definitive  agreements for the acquisition of
new subsidiaries.

The Company and its subsidiaries  operate with the minimum  employees  essential
for its operations and there are no plans to make significant  change the number
of employees.

6. RESULTS OF OPERATIONS

For revenue  comparison  purposes,  it is important  to note that the  Company's
operations  began after  recapitalization  by reverse merger and  reorganization
which was finalized on May 11, 2005. However,  due to franchising the operations
and later on considered as discontinued operation, last years' reports had to be
adjusted to make the comparison realistic and effective.

The following  schedule provides  comparative  analysis of the operations of the
Company.  The historical  financial  statements a re limited to 12 months due to
the  fact  that the  current  business  operations  of the  Company  were not in
existence in an identifiable  way prior to 12 months and any attempt to analyses
the current financials with projected  financials for the last two years will be
unrealistic, misleading and may not serve the true purpose of comparison.

                        TALLY-HO VENTURES, INC.
                  Comparative Analysis of Operations

                                             Jan 1 to        Jan 1 to   Variance
                                        Sept 30, 2005   Sept 30, 2006
Commission and Fees Received               $3,055,152      $8,978,501      294%
Commission and Fees Paid                  -$1,868,846     -$4,009,051      215%
Gross Margin from Operations               $1,186,306      $4,969,451      419%
Operating Expenses                          -$707,552     -$4,032,173      570%
Income from operations                       $478,754        $937,278      196%
Net Profit                                   $480,282      $1,253,122      261%
Income Available to Common Shareholders      $480,282      $1,253,122      261%
Net Income per share                            $0.06           $0.09      150%
Average number of shares outstanding        8,000,750      13,937,985      174%

The reasons for increase in overall  performance  are due to the  acquisition of
two new  subsidiaries  and  influx  of  their  results  of  operations  into the
company's operations. The increase in revenues is as a result of the acquisition
of extensive  marketing  programs newly  introduced by the  subsidiaries  of the
Company and  reduction in cost on several  areas.  Operating  expenses  includes
Management of the Company has  re-focused  the Company on building a new revenue
stream from new  acquisitions of profit making  companies with similar nature of
operations.

<PAGE>

Details of operating expenses with a comparison are given below:

                                                   Jan 1 to         Jan 1 to
                                                 Sept 30, 2005    Sept 30, 2006
Salaries & Allowances                              $152,029         $931,938
Telephone & Fax                                     $36,554         $399,901
Travel & Accommodation                              $39,338         $378,527
Bad Debts                                            $5,114         $323,687
Office Rent                                         $56,742         $362,014
Advertising & Marketing                             $28,453         $307,577
I T Overheads                                       $16,509         $198,603
Office Maintenance                                  $21,716         $137,245
Printing Charges                                     $9,546         $103,479
Office Stationery                                   $41,770         $131,158
Courier                                             $17,424          $98,271
Recruitment Fees                                    $91,620         $171,767
Legal Fees                                           $8,888          $77,592
Miscellaneous Expenses                               $7,469          $66,623
Municipal Rates                                      $6,187          $63,107
Depreciation                                        $38,934          $78,257
Insurance Premium                                    $4,531          $38,106
Employees Indemnity                                  $2,761          $27,168
Postage                                              $1,815          $15,464
Community Charges                                    $4,732          $16,657
Recruitment Expense                                $115,420         $105,032

The principal reasons for increase in various elements of operating  expenses is
due the fact that in the  previous  year the sales  consultants  were paid gross
commission to cover their  individual  administration  expenses and were part of
the  cost of  operation.  Such a  policy  was  necessary  because  the  business
operation of Belgravia  Intervest Group Limited the operating  subsidiary of the
Company  in the  last  year  had  offices  in  various  countries  and a  direct
monitoring of the overheads was not  practical.  Currently the operations of the
subsidiaries   are  based  in   selected   locations   within   Europe  and  the
administration of the operations is centralized.  Therefore, the commission paid
to the sales  consultants  is not  inclusive of their admin  overheads  and such
overheads are administered  directly from the head offices of the  subsidiaries.
Due to the centralized  administration of overheads, the cost of operations have
reduced and resulted in a high gross profit.

In the  previous  year,  the direct  operations  of the  Company  was located in
countries  were cost of living was less compared to the west European  countries
where  the  operations  are  based  in  the  current  year.  The  relocation  of
geographical   area  of  direct   operations  to  Europe  and  the   centralized
administration   of  overheads  have  resulted  in  increase  in  administration
overheads  charged to the gross income and such  increase  affected  principally
salaries and allowances by 613%,  telephone and fax charges by 1094%, travel and
accommodation  expenses by 962%, office rent by 638%,  advertising and marketing
by 1081% IT overheads by 1203% and office  maintenance by 632%. There is similar
increase in other  overheads,  but their  effect on the total  overheads  is not
considerable compared to the items described.

Bad debts for the current year include the sum of $312,689 which was written off
against the amounts receivable from the franchisees of Belgravia Intervest Group
Limited. Management believes that the above amount is not recoverable.

The management  does not  anticipate any deficiency for working  capital for its
subsidiaries  and any need for funds will be based on management's  decisions to
acquire new subsidiaries.  The subsidiaries shall utilize its internal source of
funds for the purpose of its own  working  capital  and for  development  of the

<PAGE>

individual  operations  of  the  subsidiaries.  Management  has no  plans  under
consideration  to use the  subsidiaries as source of financial  requirements for
future acquisition plans primarily to take advantage of the tax positions in the
respective  countries.  Any new  acquisitions  shall be by using funds raised by
private placement or borrowings. Management has no plans under consideration for
a public issue.

Management  does not  anticipate  any  significant  elements that may affect the
profitability of the company except those circumstances  provided at Item II (8)
within this Form 10-Q.

7. LIQUIDITY AND CAPITAL REQUIREMENTS

As of September 30, 2006, the Company had a cash balance of $1,378,589  which is
221% increase from $622,563,  the cash balance at the beginning of the year. The
Management believes that current cash balances with the Company are adequate for
the  working  capital  requirements  of the Company  and its  subsidiaries.  The
requirement  of additional  funds will be based on further  acquisitions  of new
subsidiaries.  The  Management  intends to raise cash for such  acquisitions  by
private placement of stock and by borrowing.

8. RISKS AND UNCERTAINTIES:

If the Company does not continue to create,  attract and retain viable  products
in  the  wealth  management  industry,  the  profitability  could  be  adversely
affected.

The wealth management  industry has experienced  considerable growth in the past
decade.   Changing   demographics  and  concern  about  financial   security  in
retirement,  compounded  by a  continuing  low-interest  rate  environment,  are
expected to result in a continued  increase in assets  available for investment.
In recent  years,  investors  have  endeavored  to increase  their  knowledge of
available  investment  products and services,  and wealth  management firms have
responded by increasing the availability of and access to information in respect
of these wealth management products and services. Simultaneously, there has been
an increase in the number,  type and  sophistication  of products  and  services
offered by financial  institutions.  The Company  believes  that these  changing
factors  will result in an increased  number of investors  seeking some level of
professional financial and investment advice in managing their investments.  The
Company is well  positioned to meet this  challenge as it continues to establish
itself as a fully integrated wealth management business,  combining professional
investment  management  products,  solutions  and  services  with  knowledgeable
financial advisory professionals.

However,  the profitability of the Company is directly related to its ability to
create,  attract and retain specific  products.  These products are subject to a
fee,  generally  calculated as a percentage  of their net asset value.  Should a
sizable number of clients seek to terminate their arrangements with the Company,
its profitability would be adversely affected.

The Company may not be able to successfully integrate acquisitions

The  Company's  growth  strategy  has  relied  in part on  acquisitions  and the
associated realization of operating synergies. A successful acquisition requires
the Company to identify  suitable  candidates for purchase on acceptable  terms,
and  the  acquired  business  to be  successfully  integrated  in a  timely  and
non-disruptive  manner designed to minimize the risk of loss of client business.
Even with the investment of management and financial  resources,  an acquisition
may not produce the  anticipated  revenue,  earnings or business  synergies.  In

<PAGE>

addition, acquisitions can involve non-recurring charges and, if not successful,
the write-off of amounts of goodwill and other intangible assets that could have
an adverse effect on the Company's  financial  results.  Management  performs an
extensive  review of the value of  goodwill  and other  intangible  assets on an
ongoing basis,  which review has not identified  any required  adjustments.  The
Company might not have received all information  related to the liabilities that
actually exist at the time of reporting.

It is possible that there are accrued  expenses and unreported  liabilities that
have not come to the attention of the management but claims for such liabilities
could be in the process by the related parties.  Such unnoticed  liabilities and
accrued  expenses  shall be  incorporated  in the  accounts as and when they are
noticed by the  management  and accounted and such  additional  liabilities  can
affect the equity of the shareholders.

Market  influences  beyond the control of the Company  could  affect our overall
profitability.

Negativity  in domestic and  international  capital  markets may  challenge  the
Company.  The  movement of capital  markets is beyond the control of the Company
but, to a significant degree, may impact on the Company's overall profitability.
Revenues from the Company's  investment  management  arm are primarily  based on
market  values,   generally   determined  using  trading  values  of  underlying
securities in global  markets.  The  unpredictability  of the global economy may
also affect retail and institutional  clients'  willingness to actively trade in
capital markets,  impacting the Company's commission revenues as well as trading
and corporate finance activities.

The wealth management industry is highly competitive, with some companies having
greater financial or other resources

The Company  operates in a highly  competitive  environment  that includes other
providers of wealth management  products such as mutual funds and private client
investment managers, financial advisors, investment dealers, banks and insurance
companies,  some of which have  greater  financial or other  resources  than the
Company.  In order to  remain  competitive,  the  Company  will  continue  to be
innovative  in the  development  of  financial  products and  solutions  for its
clients, to monitor its investment  performance and to provide the highest level
of service to its clients.

There may be competitive  pressures from time to time to lower the fees that the
Company  charges on its products  and  services  which may impact the ability to
retain clients in the future. While changes to management fee rates,  commission
rates and trailer fee rates will affect the  operating  results of the  Company,
management  believes  that its current fee  structure  is  competitive  with its
industry peers.

Changing regulatory requirements may affect the profitability of our business or
limit our ability to conduct business

The  regulatory  operating  environment  for  wealth  management  and  financial
services  continue to expand and  becoming  more  regimented  and  complex.  The
Company supports regulatory changes that enhance the integrity and reputation of
our industry and that protect the  interests of our client base.  The  Company's
compliance  personnel actively participate in the development of new legislation
and regulation.  However, new regulatory requirements may involve changes to the
way we currently  conduct our  business or may increase the cost and  associated

<PAGE>

profitability  of our business.  The Company believes that its ability to comply
with all applicable  laws and regulations  including  these emerging  changes is
dependent upon the  establishment,  implementation  and maintenance of extensive
compliance  policies  and  procedures.  The  Company  has a team of  experienced
compliance  personnel  that works full time on these  efforts.  When the Company
completes an acquisition,  it is possible that the acquired company's compliance
standards  may  have  been  insufficient  or not as  developed  as  those of the
Company.  The Company  attempts  to resolve  compliance  issues  through its due
diligence review;  however, it is possible that its review will not identify all
possible problems.  Regardless of the Company's  effectiveness in monitoring and
administering  established compliance policies and procedures,  the Company, and
any of its directors, officers, employees or agents, may be subject to liability
or fines which may limit the ability to conduct business.

The capital  requirements of the Company may require  additional equity funding,
which would dilute the ownership of our current stockholders.

The Company may be required to raise  additional funds through public or private
financing,  strategic  relationships  or other  arrangements  for a  variety  of
purposes,  including  business  acquisitions,  to  capitalize  on  unanticipated
opportunities, as well as to respond to competitive pressures. Additional equity
funding will reduce the percentage ownership of the existing shareholders of the
Company and may dilute net book value per share.  It is also  possible  that any
such  equity  funding  may involve  securities  which have rights or  privileges
senior to those of  holders  of common  shares  or that any debt  financing,  if
available,  may involve  restrictive  covenants.  There can be no assurance that
such additional  funding,  if needed, will be available on economic terms, or at
all.

Legal  action by  unsatisfied  clients  might  invoke  necessity  of  payment of
compensation.

In the course of its business operations there could be unsatisfactory customers
who may take up legal actions against the Company or its subsidiaries. There are
several  complaints  pending  against the  subsidiaries  and its officers.  Such
pending  complaints are of ordinary  nature in the industry in which the Company
and its subsidiaries are operating. In the event of such legal actions ending up
in a judgment favorable to such customers,  that can affect the profitability of
the  Company  in the  future  and may  affect  the cash flow  requirements  too.
Management  does  not  have  any  reason  to  believe  that  any of the  pending
complaints  would  lead  to  a  judgment  decree  against  the  Company  or  its
subsidiaries.

The  Company  may  rescind  from  the  agreements  currently  operative  for the
acquisition of subsidiaries if breach of warranties are proved.

Acquisition of subsidiaries were based on share purchase  agreements and as part
of such share  purchase  agreements  the vendors have issued express and implied
warranties.  In the event of proven breach of such  warranties,  the Company may
have to rescind from the  respective  agreements.  Such  annulment may result in
loss of the  operating  unit and also huge  financial  loss to the  Company  and
materialization of business plans of the Company.



<PAGE>

Managerial remuneration

The managerial  remuneration  reported for the last year was based on the actual
payment  and the  actual  payment  was  adjusting  the  part  of the  managerial
remuneration  waived by the relevant members of the management.  For the current
year the  management has not adjusted the  managerial  remuneration  yet and the
provisions made are proportionate to the last year's managerial remuneration and
if the management  decides not to waive the remuneration or the amount waived is
less than the  proportionate  provisions that has been made, that may affect the
profit adversely.

9. OFF BALANCE SHEET TRANSACTIONS

There are no off balance sheet items for the Company

ITEM 3. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures:  As of September 30, 2006, our
management  carried  out an  evaluation,  under  the  supervision  of our  Chief
Executive Officer and Chief Financial Officer of the effectiveness of the design
and operation of our system of disclosure  controls and  procedures  pursuant to
the Securities and Exchange Act, Rule 13a-15(e) and 15d-15(e) under the Exchange
Act). Based on that evaluation,  our chief executive officer and chief financial
officer  concluded that our disclosure  controls and procedures are effective to
provide  reasonable  assurance  that  information we are required to disclose in
reports that we file or submit  under the  Exchange Act is recorded,  processed,
summarized  and reported  within the time periods  specified in  Securities  and
Exchange  Commission  rules and forms,  and that such information is accumulated
and  communicated to our management,  including our chief executive  officer and
chief financial  officer,  as appropriate,  to allow timely decisions  regarding
required disclosure.

Changes in internal  controls:  There were no changes in internal  controls over
financial  reporting that occurred during the period covered by this report that
have materially  affected,  or are reasonably likely to materially  effect,  our
internal control over financial reporting.

It should be noted that while the Company's management,  including the President
and Treasurer, believes the Company's disclosure controls and procedures provide
a  reasonable  level  of  assurance,  they  do not  expect  that  the  Company's
disclosure  controls and procedures or internal control over financial reporting
will  prevent  all errors and all fraud.  A control  system,  no matter how well
conceived or operated, can provide only reasonable, not absolute,  assurance the
objectives  of the  control  system  are met.  Further,  the design of a control
system must reflect the fact there are resource constraints, and the benefits of
controls  must be  considered  relative to their costs.  Because of the inherent
limitations  in all control  systems,  no  evaluation  of  controls  can provide
absolute  assurance all control issues and instances of fraud, if any, have been
detected.  These  inherent  limitations  include the realities that judgments in
decision-making  can be faulty, and breakdowns can occur because of simple error
or mistake. Additionally, controls can be circumvented by the individual acts of
some persons,  by collusion of two or more people, or by management  override of
the controls. The design of any system of controls is based in part upon certain
assumptions about the likelihood of future events, and there can be no assurance
any design will succeed in achieving its stated goals under all potential future
conditions;  over time,  controls  may become  inadequate  because of changes in
conditions,  or the degree of  compliance  with the policies or  procedures  may
deteriorate.  Because of the inherent  limitations in a  cost-effective  control
system, misstatements due to errors or fraud may occur and not be detected.

<PAGE>


                          PART II -- OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

The  Company's  subsidiaries  and  officers of the  subsidiaries  are parties to
various complaints by unsatisfied  customers which are of ordinary nature in the
industry.  Management and legal advisers of subsidiaries are of the opinion that
there are no  reasons to believe  such legal  actions  will end up in a judgment
against subsidiaries or its officers.

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

During the three months period since the last  quarterly  report was filed,  the
Company issued 1,500,000 fully paid shares,  with restriction  under Rule 144 of
the Securities Act 1933, in the common stock for consideration  other than cash.
The shares were valued at $3 per share and they were issued in  connection  with
acquisition of Master Trust SA.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

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

There was no matters submitted vote of security holders during the quarter.

ITEM 5. OTHER INFORMATION AND SUBSEQUENT EVENTS

On July 1, 2006 Mr. Nigel Gregg was appointed as the Chief Executive  Officer of
the  Company and the  Company  filed a Form 8-K on July 10, 2006  related to the
above appointment.

On August 4, 2006, the Company  completed the  acquisition  of Protrust  Private
Clients SA and filed a Form 8-K related to the above  acquisition  on August 16,
2006.

On October 13,  2006,  the Company  entered into an  agreement  with  Mercatus &
Partners  Limited  for  issuance of  1,571,428  shares at $1.40 per share in the
common stock and filed Form 8-K on October 23, 2006 and October 26, 2006.

On October 19, 2006,  Mr. Peter Smith resigned from all offices he was occupying
with the Company and the Company filed a Form 8-K on October 26, 2006.


<PAGE>

ITEM 6. EXHIBITS

INDEX OF EXHIBITS:

1.  Certification  of Chief  Executive  Officer  pursuant to Exchange  Act Rules
13a-14(a) and 15(d)-14(a), adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.
2.  Certification  of Chief  Financial  Officer  pursuant to Exchange  Act Rules
13a-14(a) and 15(d)-14(a), adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.
3. Certification of Chief Executive officer pursuant to 18 U.S.C.  Section 1350,
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
4. Certification of Chief Financial Officer pursuant to 18 U.S.C.  Section 1350,
adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.




                                   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.

TALLY-HO VENTURES, INC.
Registrant

Date: November 14, 2006




Nigel Greg
President &
Chief Executive Officer