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 June 30, 2007





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





Commission
      file number: 333-104631







Tally-Ho
      Ventures, Inc.





(Exact
      name of small business issuer as specified in its charter)





Delaware                                                                           43-1988542





(State
      or
      other jurisdiction of incorporation or organization)    (IRS
      Employer Identification No.)






Elenion
      Building 5, Them. Dervis Street, 3rd Floor, CY-1066
      Nicosia,  Cyprus





Address
      of
      principal executive offices





011-357
      22
      503 212





(Issuer's
      telephone number)





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 12 months(or for such
      shorter period that the registrant was required to file such reports)and (2)
      has
      been subject to such filing requirements for the past 90 days. [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]





There
      were
      21,782,582 common stock shares issued and outstanding as of July 31,
      2007.





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







Tally-Ho
                  Ventures, Inc.Table
                  of ContentsPart
                  I.
              Financial
                  InformationItem
                  1.
              Financial
                  Statements (Unaudited)Consolidated
                  Balance Sheets
                June
                    30, 2007 and December 31, 2006Consolidated
                  Statements of Operations
                three
                    and six months ended June 30, 2007 and 2006Consolidated
                  Statements of Cash Flows
                six
                    months ended June 30, 2007 and 2006Notes
                  to Consolidated Financial
                Information
                    June 30, 2007Item
                  2.
              Management's
                  Discussion and Analysis  of Financial Condition
                and
                    Results of OperationItem
                  3.
              Controls
                  and ProceduresPart
                  II.
              Other
                  InformationItem
                  1.
              Legal
                  ProceedingsItem
                  2.
              Unregistered
                  Sales of Equity and Use of ProceedsItem
                  6.
              ExhibitsSignatures




2




**PART
        I - FINANCIAL INFORMATION**
 
 **Item
        1. Financial Statements**
 
 The
        accompanying unaudited consolidated financial statements of Tally-Ho Ventures,
        Inc. for the six months ended June 30, 2007 have been prepared by our management
        and 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 six months ended June 30, 2007, are not necessarily indicative
        of the results that can be expected for the year ending December 31,
        2007.
  3




**Tally-Ho
                  Ventures, Inc****Consolidated
                  Balance Sheets****(unaudited)****June
                  30,**
              
              
              **December
                  31,****2007**
              
              
              **2006****ASSETS****CURRENT
                  ASSETS**Cash
                  and cash equivalents
              
              $
              2,370,666
              
              
              $
              1,592,067Escrow
                  accounts
              
              
              1,115,334
              
              
              
              5,539,573Marketable
                  securities
              
              
              67,599
              
              
              
              388,576Accounts
                  receivable
              
              
              1,599,332
              
              
              
              2,706,012Prepaid
                  expenses
              
              
              96,179
              
              
              
              94,169Other
                  current assets
              
              
              6,568
              
              
              
              -Total
                  current assets
              
              
              5,255,677
              
              
              
              10,320,397Property
                  and equipment, net
              
              
              137,732
              
              
              
              132,587Intangibles,
                  net
              
              
              115,812
              
              
              
              -Deposits
              
              
              39,129
              
              
              
              697,990Customer
                  list, net
              
              
              9,076,048
              
              
              
              9,547,894Goodwill
              
              
              5,122,913
              
              
              
              5,122,913Other
                  assets
              
              
              -
              
              
              
              12,986**TOTAL
                  ASSETS**
              
              $
              19,747,310
              
              
              $
              25,834,767**LIABILITIES
                  AND SHAREHOLDERS’ EQUITY****CURRENT
                  LIABILITIES**Accounts
                  payable
              
              $
              2,091,168
              
              
              $
              3,344,245Escrow
                  accounts payable
              
              
              1,148,950
              
              
              
              5,449,456Due
                  to related party
              
              
              225,321
              
              
              
              -Accrued
                  expenses
              
              
              1,227,194
              
              
              
              1,653,572Short
                  term debt
              
              
              1,791,336
              
              
              
              -Stock
                  payable
              
              
              -
              
              
              
              874,392Derivative
                  liability
              
              
              -
              
              
              
              1,559,055Current
                  portion of notes payable
              
              
              -
              
              
              
              4,302,044Total
                  current liabilities
              
              
              6,483,970
              
              
              
              17,182,764Notes
                  payable
              
              
              -
              
              
              
              1,357,612Total
                  liabilities
              
              
              6,483,970
              
              
              
              18,540,376**MINORITY
                  INTEREST**
              
              
              317,412
              
              
              
              629,906**SHAREHOLDERS’
                  EQUITY**Common
                  stock, $0.001 par value; 75,000,000 shares authorized;21,782,582
                  and 14,192,162  shares issued and outstanding
              
              
              21,783
              
              
              
              14,193Additional
                  paid-in-capital
              
              
              15,824,704
              
              
              
              9,052,916Other
                  comprehensive gain (loss): foreign currency translation
              
              
              298,541
              
              
              
              (69,706
              )Accumulated
                  deficit
              
              
              (3,199,100
              )
              
              
              (2,332,918
              )Total
                  shareholders’ equity
              
              
              12,945,928
              
              
              
              6,664,485**TOTAL
                  LIABILITIES AND SHAREHOLDERS’ EQUITY**
              
              $
              19,747,310
              
              
              $
              25,834,767The
                  accompanying notes are an integral part of the financial
                  statements.




4




Tally-Ho
                  Ventures, Inc.Consolidated
                  Statements of Operations(unaudited)For
                  the Three Months Ended
              
              
              For
                  the Six Months Ended(restated)
              
              
              
              
              
              (restated)June
                  30, 2007
              
              
              June
                  30, 2006
              
              
              June
                  30, 2007
              
              
              June
                  30, 2006Advisory
                  commissions received
              
              $
              4,579,396
              
              
              $
              2,066,518
              
              
              $
              8,365,936
              
              
              $
              3,734,060Commissions
                  paid to advisors
              
              
              (1,735,019
              )
              
              
              (951,232
              )
              
              
              (3,390,003
              )
              
              
              (1,658,146
              )Selling
                  general & administrative
              
              
              (2,703,337
              )
              
              
              (756,374
              )
              
              
              (4,454,065
              )
              
              
              (1,523,419
              )Depreciation
                  & amortization
              
              
              (593,339
              )
              
              
              (192,358
              )
              
              
              (1,183,357
              )
              
              
              (372,410
              )INCOME
                  (LOSS) FROM OPERATIONS
              
              
              (452,300
              )
              
              
              166,554
              
              
              
              (661,490
              )
              
              
              180,085Other
                  Income (Expense):Interest
                  income
              
              
              95,586
              
              
              
              8,119
              
              
              
              95,586
              
              
              
              11,869Interest
                  expense
              
              
              (89,512
              )
              
              
              (1,453,909
              )
              
              
              (165,824
              )
              
              
              (1,638,724
              )Other
                  income
              
              
              70,268
              
              
              
              -
              
              
              
              70,268
              
              
              
              -Gain
                  from discontinued operations
              
              
              -
              
              
              
              1,292,498
              
              
              
              -
              
              
              
              1,292,498Gain
                  (loss) from derivatives
              
              
              -
              
              
              
              (520,616
              )
              
              
              -
              
              
              
              348,574INCOME
                  (LOSS) BEFORE MINORITYINTEREST
                  AND INCOME TAX
              
              
              (375,958
              )
              
              
              (507,354
              )
              
              
              (661,460
              )
              
              
              194,302Income
                  attributable to minority interest
              
              
              (24,652
              )
              
              
              (13,072
              )
              
              
              (39,569
              )
              
              
              (19,173
              )INCOME
                  (LOSS) BEFORE INCOME TAX
              
              
              (400,610
              )
              
              
              (520,426
              )
              
              
              (701,029
              )
              
              
              175,129Income
                  tax expense
              
              
              (125,641
              )
              
              
              (112,777
              )
              
              
              (165,153
              )
              
              
              (206,258
              )NET
                  LOSS
              
              $
              (526,251
              )
              
              $
              (633,203
              )
              
              $
              (866,182
              )
              
              $
              (31,129
              )BASIC
                  & DILUTED NET LOSS PERSHARE
              
              $
              (0.02
              )
              
              $
              (0.06
              )
              
              $
              (0.04
              )
              
              $
              (0.00
              )BASIC
                  & DILUTED WEIGHTEDAVERAGE
                  SHARES OUTSTANDING
              
              ****
              **21,576,678**
              
              
              ****
              **10,320,508**
              
              
              ****
              **20,482,851**
              
              
              ****
              **9,490,345**The
                  accompanying notes are an integral part of the financial
                  statements.




5




Tally-Ho
                  Ventures, Inc.Consolidated
                  Statement of Shareholders’ EquitySix
                  Months Ended June 30, 2007(unaudited)ADDITIONAL
              
              
              OTHER
              
              
              
              
              
              TOTALCOMMON
                  STOCK
              
              
              PAID-IN
              
              
              COMPREHENSIVE
              
              
              ACCUMULATED
              
              
              SHAREHOLDERS’SHARES
              
              
              AMOUNT
              
              
              CAPITAL
              
              
              INCOME
              
              
              DEFICIT
              
              
              EQUITY(DEFICIT)Balance
                  at December 31, 2006
              
              
              14,192,162
              
              
              $
              14,193
              
              
              $
              9,052,916
              
              
              $
              (69,706
              )
              
              $
              (2,332,918
              )
              
              $
              6,664,485Common
                  shares issued for settlement of debt and accrued interest
              
              
              2,400,000
              
              
              
              2,400
              
              
              
              3,286,781
              
              
              
              -
              
              
              
              -
              
              
              
              3,289,181Settlement
                  of derivative liability
              
              
              -
              
              
              
              -
              
              
              
              1,559,055
              
              
              
              -
              
              
              
              -
              
              
              
              1,559,055Common
                  shares issued for prior year stock payable
              
              
              4,035,987
              
              
              
              4,036
              
              
              
              870,356
              
              
              
              -
              
              
              
              -
              
              
              
              874,392Common
                  shares issued for services
              
              
              100,000
              
              
              
              100
              
              
              
              99,900
              
              
              
              -
              
              
              
              -
              
              
              
              100,000Common
                  shares issued for cash, net of offering costs
              
              
              1,054,433
              
              
              
              1,054
              
              
              
              955,696
              
              
              
              -
              
              
              
              -
              
              
              
              956,750Other
                  comprehensive income (loss):Translation
                  adjustment
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              404,090
              
              
              
              -
              
              
              
              404,090Realized
                  gain on marketable securities
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (35,843
              )
              
              
              -
              
              
              
              (35,843
              )Net
                  loss
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (866,182
              )
              
              
              (866,182
              )Total
                  comprehensive income (loss)
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              -
              
              
              
              (497,935
              )Balance
                  at June 30, 2007
              
              
              21,782,582
              
              
              $
              21,783
              
              
              $
              15,824,704
              
              
              $
              298,541
              
              
              $
              (3,199,100
              )
              
              $
              12,945,928The
                  accompanying notes are an integral part of the financial
                  statements.




6




**Tally-Ho
                  Ventures, Inc****Consolidated
                  Statements of Cash Flows****(unaudited)****For
                  the Six Months Ended June 30,****(restated)****2007**
              
              
              **2006****Cash
                  flows from operating activities**Net
                  loss
              
              $
              (866,182
              )
              
              $
              (31,129
              )Adjustments
                  to reconcile net loss to netcash
                  flows provided by operating activities:Stock
                  for services
              
              
              100,000
              
              
              
              -Depreciation
              
              
              34,575
              
              
              
              76,627Amortization
                  of customer list
              
              
              1,148,783Income
                  attributable to minority interest
              
              
              39,569
              
              
              
              19,173Amortization
                  of debt discount
              
              
              133,538
              
              
              
              1,537,404Gain
                  on sale of Belgravia Intervest Group
              
              
              -
              
              
              
              (1,292,498
              )Gain
                  on sale of marketable securities
              
              
              (5,060
              )
              
              
              -Gain
                  on derivative
              
              
              -
              
              
              
              (348,574
              )Changes
                  in assets and liabilities:Accounts
                  receivable
              
              
              1,106,680
              
              
              
              1,903,124Prepaid
                  expenses and other current assets
              
              
              (26,652
              )
              
              
              (43,803
              )Accounts
                  payable
              
              
              (1,382,359
              )
              
              
              (1,143,034
              )Accounts
                  payable – related parties
              
              
              225,321
              
              
              
              -Minority
                  interest
              
              
              (222,781
              )
              
              
              (85,615
              )Accrued
                  expenses and other current liabilities
              
              
              (251,897
              )
              
              
              352,322Net
                  cash provided by operating activities
              
              
              33,535
              
              
              
              1,157,634**Cash
                  flows from investing activities**Additional
                  investment in stock of Master Finance
              
              
              -
              
              
              
              (920,050
              )Change
                  in third party accounts
              
              
              123,733
              
              
              
              (1,036
              )Sale
                  of marketable securities
              
              
              357,793
              
              
              
              -Purchase
                  of marketable securities
              
              
              (67,599
              )
              
              
              -Sale
                  of Belgravia Intervest Group
              
              
              -
              
              
              
              250,000Purchase
                  of fixed assets
              
              
              (142,546
              )
              
              
              (66,909
              )Net
                  cash provided by (used in) investing activities
              
              
              271,381
              
              
              
              (737,995
              )**Cash
                  flows from financing activities**Proceeds
                  from sale of stock, net of offering costs
              
              
              956,750
              
              
              
              -Principal
                  payments on debt
              
              
              (887,158
              )
              
              
              -Net
                  cash provided by financing activities
              
              
              69,592
              
              
              
              -Currency
                  translation adjustment
              
              
              404,090
              
              
              
              (82,147
              )Net
                  change in cash and cash equivalents
              
              
              778,599
              
              
              
              419,639**Cash
                  and cash equivalents**Beginning
                  of year
              
              
              1,592,067
              
              
              
              603,322End
                  of period
              
              $
              2,370,666
              
              
              $
              1,022,961**Supplemental
                  disclosures of cash flow information**Cash
                  paid for interest
              
              $
              -
              
              
              $
              -Cash
                  paid for taxes
              
              
              -
              
              
              
              -**Non
                  Cash Investing and Financing Transactions:**Purchase
                  of customer list with deposit
              
              
              676,936
              
              
              
              -Common
                  stock issued for notes payable and accrued interest
              
              
              3,289,181
              
              
              
              -Dividend
                  to minority interest
              
              
              129,282
              
              
              
              85,615Derivative
                  liability settled with stock
              
              
              1,559,055
              
              
              
              -Common
                  stock issued for stock payable
              
              
              874,392
              
              
              
              4,700,273The
                  accompanying notes are an integral part of the financial
                  statements.




7


Tally-Ho
      Ventures, Inc.


Notes
        to
        Consolidated Financial Statements
 (Unaudited)
 
 1.
        Basis
        of Presentation and Significant Accounting Policies
 
 The
        accompanying unaudited consolidated financial statements have been prepared
        in
        accordance with the rules and regulations of the Securities and Exchange
        Commission. 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 necessary
        to
        present fairly the consolidated financial position of Tally-Ho Ventures,
        Inc. as
        of June 30, 2007 and the results of its operations and cash flows for the
        three
        and six month periods ended June 30, 2007 and 2006 have been included. The
        results of operations and cash flows for the three and six month periods
        are not
        necessarily indicative of the results to be expected for any other interim
        period or the full year. The balance sheet at December 31, 2006 has been
        extracted from the audited financial statements for the year ended December
        31,
        2006 but does not include all the information and footnotes required by
        accounting principles generally accepted in the United States for complete
        financial statements. These consolidated financial statements should be read
        in
        conjunction with the audited consolidated financial statements and notes
        thereto
        for the year ended December 31, 2006.
 
 The
        preparation of financial statements in conformity with accounting principles
        generally accepted in the United States 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, depreciable lives of fixed assets, valuation and lives of
        acquired intangibles, income tax, stock-based compensation, and contingencies.
        Actual results could differ materially from those estimates.
 
 Revenue
        Recognition
 Tally−Ho
        recognizes revenue when persuasive evidence of an arrangement exists, services
        have been rendered, the sales price is fixed or determinable, and collectibility
        is reasonably assured.
 
 Tally−Ho's
        subsidiaries provide financial advice to their clients and clients invest
        money
        based on advice of officers or consultants of the subsidiaries. The subsidiary
        is paid commissions on the basis of funds placed by the client with the
        investment product provider. Upon receipt of documents proving investment
        by the
        client, the transaction is considered complete and the commission can be
        considered earned.
 
 For
        some
        client investments, the subsidiaries will arrange for bank loans to the clients
        to increase their investment amount.  When this is arranged, the bank
        pays the subsidiaries a percentage of the margin charged by the banks for
        the
        loans made by the clients.  These loan commissions are considered
        earned as funds are received from the banks.  $331,216 and $1,119,078
        was received related to these loan commissions for the three and six months
        ended June 30, 2007, respectively.
 8


2.  Going
      Concern


As
        shown
        in the accompanying financial statements, Tally Ho had a working capital
        deficit
        of $1,228,293 as of June 30, 2007. This condition raises substantial doubt
        as to
        Tally Ho’s ability to continue as a going concern.  The financial
        statements do not include any adjustments that might be necessary if Tally
        Ho is
        unable to continue as a going concern.
  3.  Purchase
        of Customer List
 
 On
        January
        3, 2007, Tally Ho purchased the customer list of Primus Produkt & Vertriebs-
        Management SA for $676,936.  The customer list will be amortized over
        five years.  Amortization of this customer list for the six months
        ended June 30, 2007 was $67,694.
  4.  Common
        Stock
 
 During
        the
        six months ended June 30, 2007, Tally Ho issued:
 
 -
              965,971
                  shares of common stock with 1,050,000 warrants for cash of
                  $1,050,000.  The relative fair value of the stock and warrants
                  sold in the transaction was $661,216 and $388,784, respectively.
                  The
                  placement agent in the transaction received cash of $93,250, 88,462
                  shares
                  of common stock valued at $107,650, and 95,000 warrants valued
                  at
                  $55,858.  All warrants granted in these transactions have a term
                  of 2 years and are exercisable at $2.00 per share.  The warrants
                  were valued using a Black-Scholes model with the following inputs:
                  1)
                  number of warrants, exercise price and term as set forth in the
                  agreements
                  2) market price on the date of grant 3) volatility of 143% and
                  4) discount
                  rate of 5.00%.  The warrants were analyzed under FAS 133 and
                  EITF 00-19 and were determined not to require derivative
                  treatment.  All stock and warrants issued in these transactions
                  are subject to a registration rights agreement that requires the
                  registration of the securities 180 days from closing which is August
                  and
                  September 2007 or Tally Ho will owe liquidated damages of 10% of
                  the
                  securities issued to each investor payable in common stock.  As
                  of June 30, 2007, Tally Ho considered the likelihood that they
                  would have
                  to pay liquidated damages to be not
                  probable.
 -
              900,000
                  shares of common stock to settle $1,429,166 of short term loans
                  consisting
                  of principal of $1,400,000 and accrued interest of
                  $29,166.
 -
              1,500,000
                  shares of commons stock to settle its 1,300,000 Euro convertible
                  note, at
                  the same time eliminating its derivative liability.  The
                  principal and interest were $1,714,700 and $145,315,
                  respectively.
 -
              4,035,987
                  shares of common stock for prior period stock payable totaling
                  $874,932.
 -
              100,000
                  shares of common stock valued at $100,000 for
                  services.
 
 5.  Restatement
 
 The
        statement of operations for the six months ended June 30, 2006 was restated
        as
        follows:
 9




**Previously****Stated**
              
              
              
              
              
              
              **Restated****Six
                  Months**
              
              
              
              
              
              
              **Six
                  Months****Ended**
              
              
              
              
              
              
              **Ended****June
                  30, 2006**
              
              
              **Adjustment**
              
              
              
              **June
                  30, 2006**Advisory
                  commission received
              
              $
              3,734,060
              
              
              $
              -
              
              
              
              $
              3,734,060Commission
                  paid to advisors
              
              
              (1,658,146
              )
              
              
              -
              
              
              
              
              (1,658,146
              )Selling,
                  general and administrative
              
              
              (1,513,103
              )
              
              
              (10,316
              )
              ****
              **(1)**
              
              
              (1,523,419
              )Depreciation
                  and amortization
              
              
              (158,167
              )
              
              
              (214,243
              )
              ****
              **(2)**
              
              
              (372,410
              )**INCOME
                  FROM OPERATIONS**
              
              
              404,644
              
              
              
              (224,559
              )
              
              
              
              
              180,085**OTHER
                  INCOME (EXPENSE)**Interest
                  income
              
              
              11,869
              
              
              
              -
              
              
              
              
              
              11,869Income
                  from franchising
              
              
              562,689
              
              
              
              (562,689
              )
              ****
              **(3)**
              
              
              -Gain
                  on sale of discontinued operations
              
              
              -
              
              
              
              1,292,498
              
              ****
              **(4)**
              
              
              1,292,498Gain
                  on derivatives
              
              
              -
              
              
              
              348,574
              
              ****
              **(5)**
              
              
              348,574Interest
                  expense
              
              
              -
              
              
              
              (1,638,724
              )
              ****
              **(6)**
              
              
              (1,638,724
              )**INCOME
                  BEFORE MINORITY INTEREST AND INCOME TAXES**
              
              
              979,202
              
              
              
              (867,047
              )
              
              
              
              
              194,302**INCOME
                  ATTRIBUTABLE TO MINORITY INTEREST**
              
              
              (19,173
              )
              
              
              -
              
              
              
              
              
              (19,173
              )**INCOME  BEFORE
                  INCOME TAXES**
              
              
              960,029
              
              
              
              (867,047
              )
              
              
              
              
              175,129**PROVISION
                  FOR INCOME TAXES**
              
              
              (206,258
              )
              
              
              -
              
              
              
              
              
              (206,258
              )**NET
                  INCOME (LOSS)**
              
              $
              753,771
              
              
              $
              (867,047
              )
              
              
              
              $
              (31,129
              )**BASIC
                  AND DILUTED INCOME  PER SHARE**
              
              **$**
              **0.07**
              
              
              **$**
              **(0.07**
              **)**
              
              
              
              **$**
              **(0.00**
              **)****BASIC
                  AND DILUTED WEIGHTED AVERAGE SHARES OUTSTANDING**
              
              ****
              **11,398,341**
              
              
              ****
              **(1,907,996**
              **)**
              ****
              **(7)**
              
              ****
              **9,490,345**
  **(1)
                  Minor reclassification****(2)
                  Amortization of customer list acquired in acquisition of Master
                  Finance
                  Europe, SA and Master Finance Belgium, SA****(3)
                  Reversal of uncollectible franchising income from an agreement
                  that was
                  cancelled****(4)
                  Previously unrecorded gain on sale of discontinued operations of
                  Belgravia
                  Intervest Group****(5)
                  Decrease in fair value of previously unrecorded derivative
                  liability****(6)
                  Amortization of previously unrecorded discount on note payable
                  where
                  discount related to embedded derivative****(7)
                  Error in calculation of weighted average shares
                  outstanding**




The
        statement of operations for the three months ended June 30, 2006 was never
        previously published and is labeled as restated in the accompanying statements
        of operations for that reason.
  6.  Derivative
  In
        January
        2007, Tally Ho issued shares to convert the note payable that contained an
        embedded conversion option derivative.  The related derivative
        liability of $1,559,055 was removed as a credit to additional paid in capital
        due to settlement of the note payable and derivative in Tally Ho’s common
        stock.
 10


7.  Subsequent
      Events


On
        July
        12, 2007, Tally Ho sold 999,992 shares of common stock and 999,992 warrants
        to
        purchase common stock exercisable at $1.40 per share, expiring three years
        from
        the date of sale for an aggregate price of $700,000.  The relative
        fair value of the stock and warrants sold in this transaction was $367,933
        and
        $332,067, respectively.  Tally Ho has committed to pay the placement
        agent in this transaction $63,000 in cash, 90,000 shares of stock valued
        at
        $76,500 and 90,000 warrants valued at $56,859.  All stock and warrants
        issued in these transactions are subject to a registration rights agreement
        that
        requires the registration of the securities by January 2008 or Tally Ho will
        owe
        liquidated damages of 10% of the securities issued to each investor payable
        in
        common stock.
  **Item
        2. Management’s Discussion and Analysis of Financial Condition and Results of
        Operation**
 
 **Caution
        Regarding Forward-Looking Information**
 
 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. We intend 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 our expected financial position and
        operating results, our business strategy, our 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 we believe these
        forward-looking statements are reasonable and our expectations are based
        on
        arguable assumptions, we cannot assure you these expectations will turn out
        to
        be correct.
 
 **Description
        of Business**
 
 *History
        and Development of the Business*
 
 Tally-Ho
        Ventures, Inc. was incorporated on November 21, 2002 as a Delaware
        corporation.  It operated a nominal movie production business until
        May 2005 when it agreed to a reverse merger with Belgravia Intervest Group
        Limited.
 
 On
        May 12,
        2005, Tally-Ho exchanged 4,563,490 common shares and 11,059,745 options for
        100%
        of the  ownership  interest in Belgravia Intervest Group
        Limited ("BIG"),  an
        international  business  company  registered in
        the British Virgin Islands. As a result of recapitalization following this
        reverse  merger,  BIG  became  the  operating  company  and  the  business  plan
        associated with Tally-Ho prior to the transaction was abandoned.
 
 On
        September 27, 2005, we purchased 85% of Master Finance Holdings SA, a
        Luxembourg-based company in the financial services industry.  Master
        Finance Holdings SA and its two subsidiaries were acquired for $7,225,151,
        of
        which 1.5 million Euros was to be paid in cash, $100,000 to be paid in common
        shares at $5 per share, 2.4 million in shares at the current market price
        and
        the remaining to be paid in the form of earn-out which was to be recorded
        as
        acquisition of minority interest.  In April of 2006, we then acquired
        2.5% of the 15% minority interest for 750,000 Euros. The Share Purchase
        Agreement, as subsequently amended and related agreements are incorporated
        by
        referenced into this filing form.
 11




On
        December 15, 2005, we franchised the non-European distribution arm of BIG
        to
        Affinity Trust SA for 5 years with an option to the franchisee to acquire
        the
        ownership at the end of the franchising period.  The franchise
        agreement called for the payment of $100,000 per calendar month, until maturity.
        Affinity Trust was a private wealth management firm with offices in a number
        of
        countries. Affinity Trust SA failed to perform under the franchise agreement
        and
        we cancelled the franchise agreement. We subsequently sold all of our interest
        in BIG to Centurion Finance, Inc on June 29, 2006 for $250,000.
 
 On
        August
        4, 2006,  we  purchased  100%  ownership
        of Protrust Private Clients SA from its parent company Protrust Financial
        Services Group SA, a company  incorporated in
        Ticino,  Switzerland,  for (i) US $2,000,000 in cash, (ii) a
        promissory  note for US $3,000,000  and
        (iii)  1,500,000  common  shares. 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 Private Clients SA
        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 the Swiss Cantonal
        government in Lugano, Switzerland. As such, Protrust Private Clients SA is
        able
        to offer a full range
        of  services  to  clients,  including  full  discretionary  management,  holding
        clients' assets in the company's name, and trading for clients over a wide
        range
        of  assets  including  investments  and  real  estate.  Immediately
        after this acquisition, the name Protrust Private Clients SA was changed
        to
        Master Trust SA.
 
 On
        September 6, 2006, we modified the September 27, 2005 Master Finance purchase
        agreement to add a non-competition clause and to reduce the earn-out payment
        terms by $750,000.
 
 On
        November 14, 2006, we modified the payment terms of the Master Trust
        acquisition agreement to cancel the promissory note.  Based on
        the new arrangement, the total outstanding liabilities to the vendors of
        Master
        Trust SA will be discharged from the earnings of Master Trust in
        installments.
 
 On
        January
        3, 2007, we acquired the customer list and some employees of Primus Produkt
        -
& Vertriebs - Management SA for 500,000 Euros. The name of the entity has
        been changed to Master Finance Switzerland SA. Primus was originally established
        in 1996 and changed its legal form into an authorized fiduciary trust in
        May
        1998.  Primus 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 eight years, Primus built up a
        significant portfolio of funds under management, which generates a substantial
        ongoing revenue stream.
 
 Primus
        has
        acted as an interface  between  United  Kingdom
        and offshore life offices and independent  intermediaries in
        Italy,  Germany and the Far East and
        is  regarded  as  one  of
        the  founders  of  leveraged  `With-Profits  Bond'
        business.  Primus has engaged in and managed this type of business
        successfully for over a decade. The competitive advantage has come through
        specialization and concentration on a niche product and by providing services
        for investors and distributors.
 12


On
      14
      February, 2007, we sold 206,992 common shares and 225,000 warrants to purchase
      Common Stock exercisable at $2 per share, expiring two years from the date
      of
      sale for an aggregate price of $225,000 by executing a Share Purchase Agreement
      and Registration Rights Agreement.


On
        1
        March, 2007, we sold 275,989 shares of common stock and 300,000 warrants
        to
        purchase Common Stock exercisable at $2 per share, expiring two years from
        the
        date of sale for an aggregate price of $300,000 by executing a Share Purchase
        Agreement and Registration Rights Agreement.
  On
        26
        March, 2007, we sold 459,982 shares of common stock and 500,000 warrants
        to
        purchase Common Stock exercisable at $2 per share, expiring two years from
        the
        date of sale for an aggregate price of $500,000 by executing a Share Purchase
        Agreement and Registration Rights Agreement.
  On
        28
        March, 2007, the Company sold 23,000 shares of common stock and 25,000 warrants
        to purchase Common Stock exercisable at $2 per share, expiring two years
        from
        the date of sale for an aggregate price of $25,000 by executing a Share Purchase
        Agreement and Registration Rights Agreement.
 
 The
        finds
        raised were utilized for our working capital requirements.
 
 On
        April
        9, 2007, we terminated a certain Securities Purchase Agreement, dated as
        of
        October 13, 2006 with Mercatus & Partners, Ltd.  On April 24,
        2007, the parties to the SPA executed a Mutual Settlement and Release Agreement,
        which contains terms and provisions customary for agreements of such
        nature.  Following the execution of the Release, Mercatus returned
        1,571,428 shares of common stock of the Company issued under the
        SPA.
 
 On
        June
        26, 2007, Master Trust SA has received a license from Swiss Federal Banking
        Commission to operate as a fund distributor. This license would considerably
        increase Master Trust’s capacity to generate new business.
  On
        July
        12, 2007, we sold 999,992 shares of common stock and 999,992 warrants to
        purchase common stock exercisable at $1.40 per share, expiring three years
        from
        the date of sale for an aggregate price of $700,000 by executing a Share
        Purchase Agreement and Registration Rights Agreement.
 
 Management
        has plans to acquire new entities operating in the financial services industry
        and is reviewing various business proposals. However, the Company has not
        reached in any definitive agreements for the acquisition of new
        subsidiaries.
 
 *Industry
        Background*
 
 There
        are
        a large number of expatriate workers around the world. Due to the tax free
        status enjoyed by expatriates living in various countries, reduced cost of
        living in several countries and attractive perquisites for such expatriates,
        most of such expatriates are capable of retiring at an early age compared
        to
        those who are working in their home countries. Such expatriates would generally
        be interested in investing their savings in various international investment
        plans providing a regular pension during their retirement
        life.  However, until the end of late 1990s, the number of companies
        specialized in providing financial advice to expatriate employees was small.
        In
        the late 1990s and early years of the current decade, several independent
        financial advisers set up their business outside their home countries and
        started advising the expatriate community.
 13




The
        small
        independent financial advisers who provide specialized services to individuals
        are not well established to provide the facility available to large enterprises
        and those large enterprises that provide services to the expatriate community
        were too big and generalized and therefore could not provide the personalized
        requirements of the investors. Such a situation created requirement of business
        entities that unite the operations of independent financial advisers to bring
        them under the umbrella of a large enterprise but still operating as a small
        entity with regard to the services being provided to their individual
        clients.
 
 Our
        main
        focus is to become an industry leader among such institutions who hold small
        independent financial advisers under ownership without neutralizing the
        uniqueness and tradition of such small entities. Most of the successful small
        entities are managed by families or trusts and are successfully operating
        for
        several years due to the credibility or personal charisma of individuals
        who
        lead these businesses. We therefore are focused on acquiring 100% ownership
        of
        such small firms while leaving the old management in place by providing them
        the
        required infrastructure to carry on with the business without making any
        adverse
        changes to the nature of personalized services provided by those individual
        institutions, while offering an economy of scale.
 
 We
        estimate that there is a large number of small independent financial advisers
        and see huge potential in acquiring several of those small firms to become
        an
        industry leader, while maintaining the management of the small
        companies.
 
 *Our
        Solution*
 
 We
        identify those successful companies which, in our estimate, may have technical
        problems due to the fact that their infrastructure is not developed or are
        facing problems with local regulators due to strict compliance standards
        which
        only a large organization can fulfill or facing problems to obtain terms
        of
        business with top level product providers due to the fact that these small
        institutions cannot comply with the minimum standards of such providers.
        Once
        such an institution is identified, we approach it and negotiate an acquisition.
        Once acquired, we address various issues related to infrastructure, regulatory
        matters and seek to establish business with investment houses and the profit
        of
        the acquired institutions shall be increased naturally.
 
 We
        acquire
        small companies that are, in our estimate, running at a loss due to the fact
        that their infrastructure is not developed and there is lack of sufficient
        and
        capable management and those also facing problems with local regulators due
        to
        strict compliance standards which only a large organizations can fulfill
        or
        facing problems to obtain terms of business with product providers due to
        the
        fact that these small institutions cannot comply with the minimum standards
        of
        such providers. Once we acquire such companies, we either amalgamate the
        loss
        making business to another successfully running subsidiary company or merge
        one
        or more loss making companies and put new management in place.
 14


*Our
      Strategy*


While
        the
        subsidiaries are allowed to maintain their uniqueness in relation to their
        approach to clients, Tally-Ho Ventures, Inc. identifies priorities, targets
        and
        goals when developing the distribution capability and the business
        infrastructure. We identify the following characteristics as key to hitting
        our
        targets:
 
 ·
              A
                  track record of growing revenues and profits, and clearly identifiable
                  brand;
 ·
              A
                  business proposition that is supported by a clear, well-articulated
                  business plan and financial
                  forecasts;
 ·
              A
                  business that has a compelling and believable story, with the people,
                  systems and processes to support that
                  story;
 ·
              An
                  infrastructure with competent and efficient management working
                  with common
                  systems, processes and controls; with internal procedures that
                  are robust
                  and consistent; and strong financial and compliance
                  controls;
 ·
              A
                  company culture of clarity and consistency along with a shared
                  belief in
                  the overall client proposition and management standards and
                  values.
 
 To
        comply
        with the enhanced standards recommended by various regulators based in OECD
        countries, Tally-Ho Ventures, Inc. focuses on the design and implementation
        of
        financial templates for each distribution channel against which the business
        units within each channel can be measured. Tally-Ho Ventures, Inc. is now
        focusing on the alignment of systems and controls, while building towards
        a
        commonality of culture across various distributions channels. Our efforts
        here
        are geared around client proposition which ensures that all independent
        financial advisors follow the same advice process, using the same documentation,
        and applying the same service standards, but keeping the identity and uniqueness
        of the respective entities.
 
 *Direct
        Operations*
 
 We
        do not
        conduct any business with direct customer interaction. All the business
        operations are conducted through our subsidiaries. There are various kinds
        of
        insurance policies designed by various product providers to suit the demands
        of
        different kinds of individuals. The terms and conditions of such policies
        depend
        on the institutions and our subsidiaries find the most suitable policy or
        investment scheme for any individual customer. Financial consultants associated
        with these subsidiaries are well trained and experienced in the localized
        insurance and investment industry and therefore are able to identify the
        needs
        of each individual which vary depending on home country, age and income
        level.
 
 The
        principal nature of business in which the subsidiaries are involved is
        classified in two areas:
 
 I.
Lump
        Sum Investments
 
 Where
        an
        individual has enough savings accumulated at the time of investment, such
        individual can invest in a scheme which would provide the investor either
        a
        fixed amount at the date of maturity or a regular income stream starting
        from a
        fixed date in the future until death or for a fixed time limit. The insurance
        companies who accept the funds from the individuals place the monies in various
        funds which bring better returns compared to interest revenue on bank deposits
        and thereby the investor will be able to obtain a higher return. Such
        investments are mainly made by employees who have already completed a long
        term
        of employment and who are about to retire and the purpose is to add revenue
        during their retirement years.
 15




II.
        Regular Premium Investments
 
 Where
        an
        individual is employed and is in the early years of their career, they can
        commit to invest a fixed amount every month for a fixed term and at the end
        of
        the term, will either be paid a lump sum amount in return or a regular income
        stream for a fixed period or until death. Individuals join such schemes when
        they forecast the necessity of lump sum finance in the future or for the
        purpose
        of the education of children or for pension at the time of retirement.
        Generally, both individuals and employers participate in such plans to ensure
        that their employees are provided with a pension arrangement sometimes based
        on
        a corporate policy and sometimes due to statutory requirements.
 
 *Customers*
 
 We
        grow
        our customer base through one or more subsidiaries. The customers are
        individuals with an income above the national average or high net worth
        individuals. Due to the nature of the customers, personalized attention is
        of
        paramount importance and that is why we believe large corporations fall short
        in
        providing the service they require. Subsidiaries of Tally-Ho Ventures, Inc.
        strive and endeavor to provide an utmost personalized service to their
        customers.  At the same time, none of our customers individually can
        influence the turnover more than 0.1% due to the fact that the subsidiaries’
clients are diversified.
 
 The
        principal marketing strategy our subsidiaries adopt is to generate qualified
        sales leads, build our brand and raise awareness about our business network
        as a
        leading provider of customized financial services. Our marketing programs
        include a variety of advertising, events, public relations activities and
        web-based campaigns targeted at individual clients and key executives and
        decision makers within businesses wherever institutions are
        applicable.
 
 Our
        principal marketing initiatives include:
 
 ·
              Launch
                  events to publicize our service to existing customers and
                  prospects
 ·
              Direct
                  mail and email campaigns
 ·
              Participation
                  in, and sponsorship of, user conferences, trade shows and industry
                  events
 ·
              Cooperative
                  marketing efforts with partners, including banks and financial
                  institutions, joint press announcements, joint trade show activities,
                  channel marketing campaigns and joint
                  seminars
 
 It
        is our
        subsidiaries who organize our sales and marketing programs and we are not
        directly involved in the administration of their programs once we have approved
        the general structure.
 
 *Subsidiaries*
 
 16


Master
      Finance Holdings SA





Master
      Finance Holdings SA is a Luxembourg based holding company which owns 100% share
      capital of Master Finance Belgium SA based in Belgium and 87.5% share capital
      of
      Master Finance Europe SA based in Luxembourg. On September 27, 2005, Tally-Ho
      Ventures, Inc entered in to a Share Purchase Agreement for acquisition of 100%
      of the ownership interest in Master Finance Holdings SA. The Master Finance
      Europe group is a private wealth management organization focused on serving
      the
      needs of mid wealth families and individuals in Luxembourg, Belgium and France.
      The Company only markets products through its proprietary sales force of 20
      people and its network of 200 insurance brokers. The products which are marketed
      by Master Finance Holdings SA are done so on an exclusive basis in the regions
      in which they operate, i.e. there are no other providers of the same products
      in
      these regions.




The
      original model for the company was developed in 1980 selling American mutual
      funds and American and 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, the company diversified its products base
      into offering With Profit Bonds from high profile providers and sales peaked
      in
      the year 2001. Sales declined in 2001 and 2002 mainly due to the sale of the
      German arm of the business to Clerical Medical International. However, a general
      downturn in the stock market, and the consequential low bonus payments within
      the funds, caused sales to slow in 2002. Sales were further impacted with the
      closure of a Clerical and Medical International fund 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 the company 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
      the
      company negotiated with the Prudential International to offer a With Profits
      Funds on an exclusive basis and, with the upturn in the stock market, sales
      began to recover and since 2003 sales have improved.





The
      company operates on an initial commission basis because of the nature of the
      products that are sold. All business processed are lump sum investments and
      no
      regular premiums are dealt with, although the Company is developing programs
      for
      pension and the mortgage product.





The
      company had a geographically diverse shareholding which, management felt, was
      over complicated and required restructuring. This has been achieved by the
      incorporation of Master Finance Belgium SA in Belgium and Master Finance Europe
      SA in Luxembourg. These Companies were formed by re-organizing the then existing
      business of Master Finance SA branches in Belgium, Luxembourg, Germany and
      France.





Master
      Finance Belgium SA





Master
      Finance Belgium SA is a wholly owned subsidiary of Master Finance Holdings
      SA
      and is located in Brussels. It has a diversified clientele which includes the
      employees of European Union Secretariat and Parliament and several private
      institutions. The business of Master Finance Belgium SA is generated by 20
      financial advisers reporting directly to the sales director. It also generates
      a
      considerable amount of business from independent brokers.




17




Master
        Finance Europe SA
 
 Master
        Finance Europe SA a wholly owned subsidiary of Master Finance Holdings SA
        and is
        located in Luxembourg, the hub of fund management in European Union. The
        business is generated by more than 200 independent individual brokers spread
        across Luxembourg, Belgium, the Netherlands, Germany and France. The individual
        brokers are being administered by broker consultants or inspectors. Due to
        the
        low operating costs and reduced corporate tax rates prevailing in Luxembourg,
        Master Finance Europe SA makes a higher volume based profit compared to Master
        Finance Belgium SA.
 
 Master
        Trust 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 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. We believe
        that Protrust has managed this type of business well for over a decade. The
        competitive advantage has come through specialization and concentration on
        a
        niche product and by providing services for investors and
        distributors.
 
 We
        estimated that Protrust was cost effective, as it was able to manage a large
        portfolio without the need for large staff. Under the terms of the letter
        of
        intent, the operations of Protrust were expected to become our operating
        subsidiary with key members of the Protrust management team entering into
        long-term employment contracts.
 
 On
        August
        4, 2006 the Company entered into final agreement to complete the acquisition
        of
        Protrust Private Clients SA, a Swiss fiduciary company.  The Company
        has changed the name of Protrust Private Clients SA to Master Trust SA with
        effect from September 1, 2006. The financial statements included in this
        report
        include the financial results of Master Trust SA. Key members of management
        who
        were working with Master Trust have entered into employment
        contracts.
 
 Master
        Finance Switzerland SA
 
 On
        September 16 2006, the Company signed heads of agreement to execute share
        purchase agreement for the acquisition of 100% of the ownership interest
        of
        Primus Produkt- & Vertriebs- Management SA (Primus). Primus was originally
        established in 1996, transformed itself into an authorized fiduciary trust
        in
        May 1998. Primus 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 eight years, Primus has built up a
        significant portfolio of funds under management, which generates a substantial
        ongoing revenue stream.
 18


Primus
      has
      acted as an interface between United Kingdom and offshore life offices and
      independent intermediaries in Italy, Germany and the Far East and is regarded
      as
      one of the founders of leveraged “With-Profits Bond” business. Primus has
      engaged in and managed this type of business for over a decade. The competitive
      advantage has come through specialization and concentration on a niche product
      and by providing services for investors and distributors. On January 3, 2007,
      Master Finance Europe SA entered into final agreement to complete the purchase
      of Primus’ customer list.


*Competition*
 
 The
        international financial advisory market displays a number of unique
        characteristics, which can be summarized as follows:
 
 ·
              The
                  market is fragmented, and is dominated by individual financial
                  advisers
                  apart from the banks.
 ·
              The
                  market is still largely commission driven, although this is slowly
                  changing.
 ·
              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 point.
 ·
              Following
                  the closure of Towry Law International in 2004, no financial advisers
                  group dominates the market. Most financial adviser groups disintegrate
                  after a few years usually because of their focus on success in
                  the short
                  term.
  The
        financial advisory services are highly regulated in European Union and
        Switzerland. 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
        information technology support systems and personnel. We believe this will
        hamper their ability to survive healthily in the more regulated
        markets.
  *Government
        Regulations*
 
 The
        European regulatory environment is continuously changing to reflect the strict
        regulatory standards set by each European country. Tally-Ho needs to ensure
        that
        it agents and staffs are aware of all changes and act in compliance with
        such
        laws. The Company continuously educates its staff about the new standards
        and
        amendments to the statutes to maintain the knowledge of its staff up to
        date
 
 *Business
        Plans for Action and Execution.*
 
 Management
        of the Company constantly prepares and formalizes 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;
   19
  ii.
              Develop
                  all business units to critical mass, financial stability and to
                  `franchise
                  model' capability;
 iii.
              Continually
                  look at opportunities to acquire or link with other international
                  financial advisors;
 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.
              Develop
                  market opportunities: Management sees two key areas of market
                  opportunities within the current market that provide them with
                  the
                  potential to become the dominant brand; distribution Opportunity
                  and
                  client proposition opportunity.
 viii.
              Develop
                  state of the art IT support systems to tackle the customer
                  requirements.




In
        June,
        2007, Master Trust SA received a license from Swiss Federal Banking Commission
        to operate as a fund distributor. This license would considerably increase
        Master Trust’s capacity to generate new business.
 
 Management
        has plans to acquire new entities operating in the financial services industry.
        However, the Company has not reached in any definitive agreements for the
        acquisition of new subsidiaries.
 
 *Results
        of Operations*
 
 The
        following schedule provides comparative analysis of the operations of the
        Company for the reported period in comparison with the previous
        year.
  TALLY-HO
                    VENTURES, INC.Comparative
                    Analysis of OperationsFor
                    the Six Months EndedJune
                    30, 2007
                
                
                June
                    30, 2006Advisory
                    commission received
                
                $
                8,365,936
                
                
                $
                3,734,060Commissions
                    paid to advisors
                
                
                (3,390,003
                )
                
                
                (1,658,146
                )Selling
                    general & administrative
                
                
                (4,454,065
                )
                
                
                (1,523,419
                )Depreciation
                    & amortization
                
                
                (1,183,357
                )
                
                
                (372,410
                )INCOME
                    (LOSS) FROM OPERATIONS
                
                
                (661,490
                )
                
                
                180,085Other
                    Income (Expense)Interest
                    income
                
                
                95,586
                
                
                
                11,869Interest
                    expense
                
                
                (165,824
                )
                
                
                (1,638,724
                )Other
                    income
                
                
                70,268
                
                
                
                -Gain
                    from discontinued operations
                
                
                -
                
                
                
                1,292,498Gain
                    from derivatives
                
                
                -
                
                
                
                348,574INCOME
                    (LOSS) BEFORE MINORITYINTEREST
                    AND INCOME TAX
                
                
                (661,460
                )
                
                
                194,302Income
                    attributable to minority interest
                
                
                (39,569
                )
                
                
                (19,173
                )INCOME
                    (LOSS) BEFORE INCOME TAX
                
                
                (701,029
                )
                
                
                175,129Income
                    tax expense
                
                
                (165,153
                )
                
                
                (206,258
                )NET
                    LOSS
                
                $
                (866,182
                )
                
                $
                (31,129
                )BASIC
                    & DILUTED NET LOSS PERSHARE
                
                $
                (0.04
                )
                
                $
                (0.00
                )BASIC
                    & DILUTED WEIGHTEDAVERAGE
                    SHARES OUTSTANDING
                
                ****
                **20,482,851**
                
                
                ****
                **9,490,345**




20




Revenue
        increased by 124% from $3,734,060 from the six months ended June 30, 2006
        to
        $8,365,936 for the six months ended June 30, 2007. Cost of sales increased
        by
        104% from $1,658,146 in 2006 to $3,390,003 in 2007.  Administration
        expenses increased by 192% from $1,523,419 in 2006 to $4,454,065 in 2007.
        These
        changes were mainly due to the additional revenue, cost of revenue and overhead
        from the subsidiaries acquired subsequent to the financial reporting for
        the
        second quarter of last year. The newly acquired subsidiaries were not fully
        functional during the initial months of the current year which resulted in
        an
        increase in overhead. Management is evaluating various plans for the reduction
        of overhead. Income from other sources is basically commission received by
        the
        Company but not from the ordinary course of business of its subsidiaries.
        Depreciation and amortization includes the amortization of intangible
        assets.
 
 *Liquidity
        and Capital Requirements*
 
 As
        of June
        30, 2007, the Company had a cash balance of $2,370,666 which is 49% increase
        from $1,592,067, the cash balance at the beginning of the year. As of June
        30,
        2007, the Company has current liabilities amounting to $6,483,970. There
        is a
        deficiency of $1,228,293 in working capital. However, management believes
        that
        current cash balances with the Company are adequate managing 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.
        Management intends to raise cash for such acquisitions by private placement
        of
        stock and by borrowing.
 
 **Risk
        Factors**
 
 ***We
        Have Had Limited Operations Which Makes Our Future Operating Results Difficult
        To Predict***
 
 We
        were
        incorporated as a Delaware corporation in 2002 and began operating in
        2005.  We have a limited operating history. We face the risks and
        uncertainties of other early-stage companies. As a result of our limited
        operating history, we may not be able to correctly estimate our future operating
        expenses, which could lead to cash shortfalls. Our budgeted expense levels
        are
        based in part on our expectations concerning future revenues. We may be unable
        to adjust our operations in a timely manner to compensate for any unexpected
        shortfall in revenues. Accordingly, a significant shortfall in demand for
        our
        services would decrease our revenues and could have an immediate and material
        adverse effect on our business, results of operations and financial condition.
        To the extent that expenses precede or are not rapidly followed by increased
        revenue, our business, results of operations and financial condition may
        be
        materially adversely affected.
  21


***Our
      Profitability Is Dependent Upon the Health of the Markets In Which We
      Operate***





We
      operate
      primarily in Luxembourg, Belgium and Switzerland and our clients are based
      in
      several European Union countries and, as a result, our financial condition,
      results of operations and cash flows are subject to changes in the economic
      conditions in those areas. Our success depends upon the business activity,
      population, income levels, deposits and real estate activity in these markets.
      Although our customers’ business and financial interests may extend well beyond
      these market areas, adverse economic conditions that affect these market areas
      could reduce our growth rate, affect the ability of our customers to repay
      their
      loans to us and generally affect our financial condition and results of
      operations.





***Working
      Capital Deficiency May Affect The Ability Of The Company To Continue As A Going
      Concern.***




The
      Company has a working capital deficit of $1,228,293 as of June 30, 2007. This
      condition raises substantial doubt as to Tally-Ho’s ability to continue as a
      going concern.  The financial statements do not include any
      adjustments that might be necessary if Tally-Ho is unable to continue as a
      going
      concern.




***If
      The Company Does Not Continue To Create, Attract and Retain Viable Products
      In
      The Wealth Management Industry, Our 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. We believe we
      are
      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***


22


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
      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.


***Market
        Influences beyond our Control 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.
 
 ***Technology
        Is Continually Changing and We Must Effectively Implement New
        Technologies***
 
 The
        financial services industry is undergoing rapid technological changes with
        frequent introductions of new technology-driven products and services. In
        addition to better serving customers, the effective use of technology increases
        efficiency and enables us to reduce costs. Our future success will depend
        in
        part upon our ability to address the needs of our customers by using technology
        to provide products and services that will satisfy customer demands for
        convenience as well as to create additional efficiencies in our operations
        as we
        continue to grow and expand our market areas. In order to anticipate and
        develop
        new technology, we employ a qualified staff of internal information system
        specialists and consider this area a core part of our business. We do not
        develop our own software products, but have been able to respond to
        technological changes in a timely manner, through association with leading
        technology vendors. We must continue to make substantial investments in
        technology which may affect our net income.
 23




***Changing
        Regulatory Requirements May Affect the Profitability of Our Business or Limit
        Our Ability to Conduct Business***
 
 The
        regulated operating environment for wealth management and financial services
        continue to expand, 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 seminars and study classes about
        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 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.
 
 ***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 Has Assumed Certain Credit Risks***
 24




The
        Company is exposed to the risk that third parties that owe the Company cash,
        securities or other assets may not fulfill their obligations, due to lack
        of
        liquidity, bankruptcy, operational failure or other causes. These parties
        include trading counterparties, customers, clearing agents, exchanges, clearing
        houses, other financial intermediaries, and issuers whose securities are
        held by
        us. This primarily refers to the vendors of Master Trust SA to whom the company
        owed $2,847,095 and contingency liability upon the variance in share price
        at
        the year end. The remaining  outstanding liabilities are either
        discharged or do not involve considerable uncertainty as of the date of
        reporting.
 
 ***Our
        Acquisitions Of Companies May Result In Disruptions In Business And Diversion
        Of
        Management’s Attention***
 
 Any
        acquisitions will require the integration of the operations, products and
        personnel of the acquired businesses and the training and motivation of these
        individuals. Such acquisitions may disrupt our operations and divert
        management’s attention from day-to-day operations, which could impair our
        relationships with current employees, customers and partners. We may also
        have
        to or choose to incur debt or issue equity securities to pay for any future
        acquisitions. These issuances could be substantially dilutive to stockholders.
        In addition, our profitability may suffer because of acquisition-related
        costs
        or amortization or impairment costs for acquired goodwill and other intangible
        assets. If management is unable to fully integrate acquired business, products
        or person with existing operation, we may not receive the benefits of the
        acquisitions, and our revenues and stock trading price may
        decrease.
 
 ***Our
        Business Plan and Proposed Strategy Has Not Been Independently
        Evaluated***
 
 We
        have
        not obtained any independent evaluation of our business plan and proposed
        business strategy. There can be no assurance that our proposed strategy will
        generate sufficient revenues to maintain profitability.
 
 ***We
        Do Not Anticipate Paying Dividends on Common Shares In The Foreseeable
        Future***
 
 Since
        our
        inception we have not paid any dividends on our common stock and we do not
        anticipate paying any dividends on our common stock in the foreseeable future.
        We expect that future earnings applicable to the common shareholders, if
        any,
        will be used for working capital and to finance growth.
 
 ***Future
        Sales of Our Common Stock May Depress Our Stock Price***
 
 The
        market
        price of our common stock could decline as a result of sales of substantial
        amounts of our common stock in the public market, or as a result of the
        perception that these sales could occur. In addition, these factors could
        make
        it more difficult for us to raise funds through future offerings of common
        stock.  As of June 30, 2007, we have 75,000,000 authorized shares of
        which 21,782,582 shares of common stock are issued and outstanding.
 
 ***There
        Is a Limited Public Trading Market For Our Common
        Stock***
 
 Our
        stock
        is currently quoted on the OTC-BB under the trading symbol of “TLYH.OB”. There
        is a limited public trading market for our common stock. Without an active
        trading market, there can be no assurance of any liquidity or resale value
        of
        our common stock, and stockholders may be required to hold shares of our
        common
        stock for an indefinite period of time.
 25


***Our
      Stock Price Has Been Volatile And May Fluctuate In The
      Future***


The
        trading price of our securities may fluctuate significantly. This price may
        be
        influenced by many factors, including (without limitation):
 
 •           our
        performance and prospects;
 •           the
        depth and liquidity of the market for our securities;
 •           investor
        perception of us and the industry in which we operate;
 •           changes
        in earnings estimates or buy/sell recommendations by analysts;
 •           general
        financial and other market conditions; and
 •           domestic
        and international economic conditions.
 
 Public
        stock markets have experienced, and are currently experiencing, substantial
        price and trading volume volatility. These broad market fluctuations may
        adversely affect the market price of our securities. In addition, fluctuations
        in our stock price may have made our stock attractive to momentum, hedge
        or
        day-trading investors who often shift funds into and out of stocks rapidly,
        exacerbating price fluctuations in either direction particularly when viewed
        on
        a quarterly basis.
 
 ***As
        A Public Company, Our Business Is Subject To Numerous Reporting Requirements
        That Are Currently Evolving And Could Substantially Increase Our Operating
        Expenses And Divert Management’s Attention From The Operation Of Our
        Business***
 
 The
        Sarbanes-Oxley Act of 2002, which became law in July 2002, has required changes
        in some of our corporate governance, securities disclosure and compliance
        practices. In response to the requirements of that Act, the SEC and the national
        stock exchanges have promulgated new rules and listing standards covering
        a
        variety of subjects. Compliance with these new rules and listing standards
        has
        significantly increased our legal and financial and accounting costs, and
        we
        expect these increased costs to continue. In addition, the requirements have
        taxed a significant amount of management’s and the Board’s time and resources.
        Likewise, these developments may make it more difficult for us to attract
        and
        retain qualified members of our board of directors, particularly independent
        directors, or qualified executive officers.
 
 As
        directed by Section 404 of the Sarbanes-Oxley Act, the SEC adopted rules
        requiring public companies to include a report of management on the company’s
        internal controls over financial reporting in their annual reports on Form
        10-KSB that contains an assessment by management of the effectiveness of
        the
        company’s internal controls over financial reporting. In addition, the public
        accounting firm auditing the company’s financial statements must attest to and
        report on management’s assessment of the effectiveness of the company’s internal
        controls over financial reporting. This requirement will first apply to our
        annual report on Form 10-KSB for our fiscal year ending December 31, 2007.
        If we
        are unable to conclude that we have effective internal controls over financial
        reporting or, if our independent auditors are unable to provide us with an
        unqualified report as to the effectiveness of our internal controls over
        financial reporting as of December 31, 2007 and future year-ends as required
        by
        Section 404, investors could lose confidence in the reliability of our financial
        statements, which could result in a decrease in the value of our
        securities.
 26


***Your
      Ownership Could Be Diluted By Future Issuances Of Our Stock, Options, Warrants
      Or Other Securities***


Your
        ownership in the Company may be diluted by future issuances of capital stock
        or
        the exercise of outstanding or to be issued options, warrants or convertible
        notes to purchase capital stock. In particular, we may sell securities in
        the
        future in order to finance operations, expansions or particular projects
        or
        expenditures.
 
 **PART
        II — OTHER INFORMATION**
 
 **Item
        1. Legal Proceedings**
 
 We
        are not
        a party to any pending legal proceedings or aware of any pending legal
        proceedings against us that, individually or in the aggregate, would have
        a
        material adverse affect on our business, results of operations or financial
        condition.
 
 **Item
        2. Unregistered Sales of Equity Securities and Use of
        Proceeds**
  On
        14
        February, 2007, the Company sold 206,992 shares of common stock and 225,000
        warrants to purchase Common Stock exercisable at $2 per share, expiring two
        years from the date of sale for an aggregate price of $225,000 by executing
        a
        Share Purchase Agreement and Registration Rights Agreement both dated 14
        February, 2007.
  On
        1
        March, 2007, the Company sold 275,989 shares of common stock and 300,000
        warrants to purchase Common Stock exercisable at $2 per share, expiring two
        years from the date of sale for an aggregate price of $300,000 by executing
        a
        Share Purchase Agreement and Registration Rights Agreement both dated 1 March,
        2007.
  On
        26
        March, 2007, the Company sold 459,982 shares of common stock and 500,000
        warrants to purchase Common Stock exercisable at $2 per share, expiring two
        years from the date of sale for an aggregate price of $500,000 by executing
        a
        Share Purchase Agreement and Registration Rights Agreement both dated 26
        March,
        2007.
  On
        28
        March, 2007, the Company sold 23,000 shares of common stock and 25,000 warrants
        to purchase Common Stock exercisable at $2 per share, expiring two years
        from
        the date of sale for an aggregate price of $25,000 by executing a Share Purchase
        Agreement and Registration Rights Agreement both dated 28 March,
        2007.
  On
        July
        12, 2007, the Company sold 999,992 shares of common stock and 999,992 warrants
        to purchase Common Stock exercisable at $1.40 per share, expiring three years
        from the date of sale for an aggregate price of $700,000 by executing a Share
        Purchase Agreement and Registration Rights Agreement both dated July 12,
        2007.
 
 The
        funds
        raised were utilized for the working capital requirements of the
        Company.
 
 **Item
        3. Controls and Procedures.**
 27


As
      of June
      30, 2007, our Chief Executive Officer and Chief Financial Officer (the
“Certifying Officers”) conducted evaluations of our disclosure controls and
      procedures.  As defined under the Securities Exchange Act of 1934, as
      amended, the term “disclosure controls and procedures” means controls and other
      procedures of an issuer that are designed to ensure that information required
      to
      be disclosed by the issuer in the reports that it files or submits under the
      Exchange Act is recorded, processed, summarized and reported, within the time
      periods specified in the Commission’s rules and forms.  Disclosure
      controls and procedures include, without limitation, controls and procedures
      designed to ensure that information required to be disclosed by an issuer in
      the
      reports that it files or submits under the Exchange Act is accumulated and
      communicated to the issuer’s management, including the Certifying Officers, to
      allow timely decisions regarding required disclosure.  Based on this
      evaluation, the Certifying Officers have concluded that our disclosure controls
      and procedures were not effective.


Our
        sole
        significant weakness during the reporting period was our staff’s lack of
        familiarity and experience with differences in European and U.S. generally
        accepted accounting principles (US GAAP) and SEC reporting rules and regulations
        in the areas of reverse mergers, discontinued operations, derivatives and
        purchase method accounting acquisitions. Such lack of familiarity and experience
        had impeded the Company’s efforts to prepare its financial statements in a
        timely manner, particularly, as such statements related to the Company’s
        discontinued operations in case of the Belgravia division, derivatives and
        purchase method accounting in cases of Master Finance and Master Trust
        acquisitions.  With the assistance of our current independent
        registered public accounting firm, we are in the process of upgrading our
        understanding of the rules and regulations in these areas.
  Further,
        there were no changes in our internal control over financial reporting during
        the second fiscal quarter of 2007 that have materially affected, or are
        reasonably likely to materially affect, our internal control over financial
        reporting.
 
 **Item
        6. Exhibits**
 
 Index
        of
        Exhibits:
 
 3.1
        Articles of Incorporation *
 3.2
        Bylaws
        *
 10.1
        Share
        Purchase Agreement dated February 14, 2007 for private placement of
        stock
 10.2
        Registration Rights Agreement dated February 14, 2007.
 10.3
        Share
        Purchase Agreement dated March 1, 2007 for private placement of
        stock
 10.4
        Registration Rights Agreement dated March 1, 2007.
 10.5
        Share
        Purchase Agreement dated March 26, 2007 for private placement of
        stock
 10.6
        Registration Rights Agreement dated March 26, 2007.
 10.7
        Share
        Purchase Agreement dated March 28, 2007 for private placement of
        stock
 10.8
        Registration Rights Agreement dated March 28, 2007.
  1.3
        Mutual
        Settlement and Release Agreement dated as of April 24, 2007.
 31.1
        CEO
        Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
        2002.
 31.2
        CFO
        Certification pursuant to Section 302 of the Sarbanes-Oxley Act of
        2002.
 32.1
        CEO
        Certification pursuant to Section 906 of the Sarbanes-Oxley Act of
        2002.
 32.2
        CFO
        Certification pursuant to Section 906 of the Sarbanes-Oxley Act of
        2002.
 
 *
        Incorporated by reference to our Registration Statement on Form SB-2 filed
        on
        November 7, 2003. File No. 333-104631.
 
 **
        Incorporated by reference from Current Report on Form 8KA filed with the
        SEC on
        May 9, 2007
 28




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:
        August 10, 2007
 
 
 
 Nigel
        Gregg
 Chief
        Executive Officer, Chairman of the Board
 
 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:
        August 10, 2007
 
 
 
 Jose
        Meleth
 Chief
        Financial Officer, Director
  29