UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                            _____________________

                                 FORM 10-KSB

[X]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934.

     For the fiscal year ended March 31, 2005.

                                     OR

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

                         Commission File No. 0-50863

                                 CENTALE, INC.
             ----------------------------------------------------
                (Name of Small Business Issuer in its Charter)

      New York                                              22-3621870
------------------------------------------------------------------------------
(State or other jurisdiction                       (I.R.S. Employer ID Number)
 of incorporation or organization)

          6700 N. Andrews Avenue, Suite 605, Ft. Lauderdale, FL 33309
          -----------------------------------------------------------
                   (Address of principal executive offices)

         Issuer's Telephone Number, including Area Code: 754-224-3300

	Securities Registered Pursuant to Section 12(b) of the Act: None

          Securities Registered Pursuant to Section 12(g) of the Act:
          -----------------------------------------------------------
                     Common Stock, $.01 par value per share

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

Check if there is no disclosure of delinquent filers in response to Item
405 of Regulation S-B in this form, and no disclosure will be contained,
to the best of the Registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB. [X]

State the issuer's revenues for its most recent fiscal year: $ 78,200.

State the aggregate market value of the voting and non-voting common
equity held by non-affiliates, computed by reference to the price at
which the common equity was sold, or the average bid and ask prices of
such common equity, as of a specified date within the past 60 days.

The aggregate market value of the Registrant's common stock, $.01 par
value, held by non-affiliates as of June 27, 2005 was unpriced.

As of June 27, 2005 the number of shares outstanding of the Registrant's
common stock was 17,556,000 shares, $.01 par value.

   Transitional Small Business Disclosure Format:  Yes [ ]  No  [X]

                 DOCUMENTS INCORPORATED BY REFERENCE: None

<PAGE>

            FORWARD-LOOKING STATEMENTS: NO ASSURANCES INTENDED

     In addition to historical information, this Annual Report contains
forward-looking statements, which are generally identifiable by use of
the words "believes," "expects," "intends," "anticipates," "plans to,"
"estimates," "projects," or similar expressions. These forward-looking
statements represent Management's belief as to the future of Centale.
Whether those beliefs become reality will depend on many factors that are
not under Management's control.  Many risks and uncertainties exist that
could cause actual results to differ materially from those reflected in
these forward-looking statements. Factors that might cause such a
difference include, but are not limited to, those discussed in the
section entitled "Management's Discussion and Analysis of Financial
Condition and Results of Operations-Risk Factors That May Affect Future
Results." Readers are cautioned not to place undue reliance on these
forward-looking statements. We undertake no obligation to revise or
publicly release the results of any revision to these forward-looking
statements.

                                  PART 1

Item 1.  Business

     Centale was incorporated in 1998.  In 1999 it began business as an
owner of nursing homes.  That business had failed by 2000, and Centale
was dormant until 2004.

     In February 2004 Centale began to develop and implement its
current business plan.  To date we have accomplished Phase I of the plan:
Centale now markets desktop software solutions based on our proprietary
technology.  In Phase II of our plan we intend to acquire complementary
technologies and businesses, in order to establish Centale as a full
service technology provider.  In Phase III of the plan Centale will enter
into the field of online marketing, utilizing its inventory of Internet
domain names, which now number in excess of 450.  Finally, Phase IV of
the plan consists of integrating our applications business with our
online marketing.  The synergy of these two missions lies in our ability
to utilize the data captured by our software applications to implement
online targeted marketing programs.

     Our Technology

     Centale's cornerstone technology is a customized desktop software
application that we call the "Catalyst EV(tm)." The Catalyst EV(tm) was
developed to capitalize on the growing internet community that, according
Nielson, numbers 201,661,159 users in the U.S. alone. Pew Internet and
American Life estimates that there are 500,000,000 desktops in the U.S.
and that the average individual now spends more time on the computer than
on any other medium such as television, radio or print.

     The Catalyst EV(tm) is produced for us on an exclusive basis by
Netsmartz LLC, an international software design firm.  The founder of
Netsmartz LLC sits on our Board of Directors.  We market the Catalyst EV(tm)
to entities employing or wishing to employ Web-based communication with
their clientele and/or end users.

     Our Catalyst EV(tm) is a desktop communications platform that is
programmable, interactive, and can be distributed either as a
downloadable hyperlink on a website, or as an e-mail attachment.  It
resides, after download, on the end user's computer desktop.  Through the
Catalyst EV(tm) our clients can establish 1-to-1 "real-time" communication
direct to the end user's desktop 24/7 in audio, video, rich media,
animation, and/or text. We can customize the Catalyst EV(tm) to satisfy the
particular communication needs of each customer.  Catalyst EV(tm) can be a
platform for whatever text, graphics or functions a customer wants to
communicate directly through the desktops of its end users.  The Catalyst
EV(tm) enables our customer to capture the prime position on its end users'
computer desktops.  For customers with a dedicated clientele, the
Catalyst EV(tm) renders both mail and email obsolete as media for mass
communication to their client base.

<PAGE>                              -2-
     Marketing

     We market the Catalyst EV(tm) through a multi-tiered network, with
each tier targeted to a specific category of customer:

     -  Our senior management has responsibility for marketing to potential
customers who already control a large percentage of the traffic on
the Internet.  For example, we are currently under contract to
provide a Catalyst EV(tm) to Forbes.com, which ranks eighth in usage
among Websites.  This contract was negotiated by our senior
management because it offers us the opportunity for a mass
distribution of our software, and the related boost to our
marketing efforts.

     -  We have a specific sales group within our staff dedicated to
marketing to the financial community.  This target market, with its
need for continual real-time communication with its clientele, has
specific requirements that can be met by Catalyst EV(tm), and offers
Centale specific opportunities for dissemination of our brand.

     -  We have a staff of in-house sales personnel, currently numbering
13, who are responsible for closing sales to Website sponsors
introduced by our prospectors.  The potential customers for this
staff include any Website sponsor wishing to intensify its
relationship with its clientele.

     -  We have 14 outside sales representatives.  These are independent
contractors whose task is to introduce Catalyst EV(tm) to potential
customers, then assign the qualified leads to our in-house sales
staff.  Because we compensate our sales representatives with a
royalty on sales to leads they introduce, they permit us expansive
marketing without a commitment of our capital.

     -  We have executed 32 sales agency agreements.  These are with
advertising agencies, direct marketing companies, and others
involved in developing marketing programs, who will integrate the
Catalyst EV(tm) into the programs they develop for their online
clients.  Our relationships with these resellers give us a presence
throughout the Internet marketing community.

     Backlog

     Our current backlog consists of firm orders from 15 clients.  The
contracts will produce $414,500 in development fees when we deliver the
Catalyst EVs(tm).  At this time last year we had no backlog.

     Employees

     We currently employ 18 individuals, all of whom are on a full-time
basis.  13 of our employees are dedicated to marketing, 2 are graphic
artists, and 3 are involved in management.   None of our employees
belongs to a collective bargaining unit.

Item 2.  Properties

     Centale rents its executive officers in Ft. Lauderdale, Florida
under a lease that expires on December 31, 2007.  Centale is required to
pay a monthly rental of $5,159 and to reimburse the lessor for certain
expenses.  Centale's total monthly lease expense averages approximately
$9,000.

     Centale occupies an office in East Aurora, New York that is
provided rent-free by one of Centale's shareholders.

<PAGE>                              -3-

Item 3.  Legal Proceedings

     None.

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

     Not applicable.

                                 PART II

Item 5.  Market for Registrant's Common Equity, Related Stockholder
         Matters and Small Business Issuer Purchases of Equity Securities

     (a) Market Information

     The Company's common stock has never been publicly traded.

     (b) Shareholders

     Our shareholders list contains the names of 151 registered
stockholders of record of the Company's Common Stock.

     (c)  Dividends

     The Company has never paid or declared any cash dividends on its
Common Stock and does not foresee doing so in the foreseeable future.
The Company intends to retain any future earnings for the operation and
expansion of the business.  Any decision as to future payment of
dividends will depend on the available earnings, the capital requirements
of the Company, its general financial condition and other factors deemed
pertinent by the Board of Directors

     (d)  Sale of Unregistered Securities

     During the 4th quarter of the year ended March 31, 2005 Centale sold
471,000 shares of common stock to a total of eleven investors.  The
shares were sold for $471,000 in cash.  The sale was exempt pursuant to
Section 4(6) of the Act since the sale was made to accredited investors
and pursuant to Section 4(2) of the Act since the sale was made pursuant
to Rule 506.  There were no underwriters.

     In March  2005 Centale issued 15,000 shares of common stock to a
non-affiliated party. The shares were issued in compensation for the
introduction of potential investors to Centale.  The shares were valued
at $1.00 per share, which was the most recent purchase price for the
shares prior to the issuance.  The sale was exempt pursuant to Section
4(2) of the Act since the sale was not made in a public offering and was
made to an individual who had access to detailed information about
Centale and was acquiring the shares for his own account.  There were no
underwriters.

     (e) Repurchase of Equity Securities

     The Company did not repurchase any of its equity securities that
were registered under Section 12 of the Securities Act during the 4th
quarter of fiscal year 2005.


<PAGE>                              -4-

Item 6.  Management's Discussion and Analysis of Results of Operations
         and Financial Condition

     Results of Operations

     Centale began to organize its business in February 2004.  During
the twelve month period that ended on March 31, 2005 we were primarily
engaged in developing our business plan, recruiting executive management
and a sales staff, and organizing the network of affiliations necessary
to maximize the market potential of our Catalyst EV(tm).  Toward that end we
engaged consultants and legal and accounting professionals to assist us
in maximizing the business opportunities available to us.  In November we
also expanded our management team by adding a new CEO and a COO, as well
as four new members of the Board of Directors.  In addition, during the
third quarter of fiscal 2005 we commenced filing regular reports with the
Securities and Exchange Commission.  These events provide the platform
for the full-scale launch of our business that is scheduled for the
summer of fiscal 2006.

     Our initial marketing efforts commenced on a limited basis in the
summer of 2004.  As a result of these efforts, there were six clients to
whom we delivered Catalyst EV(tm) during the fiscal year that ended on March
31, 2005.  From those sales we realized $75,000 in revenue.  $49,000 of
that revenue was attributable to the Catalyst EV(tm) that we delivered to
Corporate Image Bureau in exchange for its commitment to provide us
investor relations services.  We valued those services at Corporate Image
Bureau's customary contract rate for comparable services.  Subsequently,
the President of Corporate Image Bureau, Juan Ferreira, became Centale's
President and Chief Operations Officer.  We expect that in the future we
will at times similarly exchange our technology for services that are
valuable to our business, be they marketing services, technology
services, finance services, or services useful to us as a public company.
Our contract with Forbes.com, for example, provides for us to receive
special advertising placements on the Forbes.com Website.

     To achieve the $78,200 in total revenue, we paid our software
developer $52,510.  This yielded a gross margin on our fiscal 2005 sales
of $25,690 or 33%.  We expect our gross margin ratio to increase steadily
during the next two years for two reasons.  First, we are structuring our
client licenses to permit us to reuse most of the technology that we
develop to our client's order.  This will afford us an inventory of
applications that we can market to new customers with modest development
expense attached.  The second reason why we expect margins to increase is
that our licenses usually include annual fees.  Our contracts to date,
for example, include a total of $132,000 in annual license and usage
fees.  Our direct costs attendant to those annual fees will be very low.

     Because our efforts during fiscal 2005 were focused on developing
the infrastructure and network of relationships necessary to support a
nationwide product launch, our most significant expenses during fiscal
2005 were consulting fees and professional fees.  The largest portion of
our $383,463 consulting fee expense was paid to Centale's founder for his
services in organizing our business plan and initiating its
implementation in a publicly-held company.  We have a continuing
obligation to pay $20,000 per month for our founder's consulting services
until March 2008.  We also expect to continue to incur other consulting
fees during the next few years in order to obtain the specific expertise
necessary for us to enter into the full range of markets that our
business plan contemplates.

     The professional fees of $122,422 that we incurred during fiscal
2005 primarily consist of accounting and bookkeeping fees.  We have
outsourced most of our bookkeeping function in order to obtain quality
bookkeeping services without committing funds to a complete financial
function at this early stage of our business.   We also incurred
substantial accounting and legal expense in connection with the efforts
required to become an SEC reporting company, and the initial reports that
we filed.  These expenses will continue to be significant in the near
future as the rapid growth of our business will entail the need for
considerable legal and accounting experience.  The ratio of these
expenses to our revenue will reduce dramatically, however, as our full-
scale operations yield a dramatic increase in revenue.

<PAGE>                              -5-

     Our business activities during fiscal 2005 resulted in $944,173 in
total expenses.  Besides the specific items discussed above, most of this
expense was related to the creation and staffing of our Ft. Lauderdale
office, and our initial marketing efforts.  Our Ft. Lauderdale office is
now fully-functional and well-staffed; so we do not expect our office
expenses to increase significantly in the near future.  Our marketing
expenses, however, will increase as much as our available cash permits,
since it is our plan to devote all available resources to the task of
capturing the attention of the Internet community and placing Catalyst
EV(tm) on as many desktops as possible during the next 18 months.  Toward
that end we have already obtained 15 new contracts representing $414,500
in development fees.  Included in that number, is a $100,000 development
fee committed by Forbes.com for the Catalyst EV(tm) that Forbes.com intends
to distribute to its subscribers.  We expect that distribution to give
our marketing efforts a substantial boost, as it will notify the Internet
community of the value that an industry leader like Forbes.com sees in
our product.

     We are currently negotiating with a number of individuals and
companies holding technology that is complementary to ours.  We expect
one or more of these acquisitions to be completed during the second
quarter of fiscal 2006.  We are targeting acquisitions that are likely to
have a significant effect on our revenue.  At the same time, these
acquisitions may effect a substantial revision to the make-up of our
expenses, as well as to our expectations regarding gross and net margins.

     Liquidity and Capital Resources

     In this first year of our business, our operations were funded
primarily by the private sale of equity and debt to investors.  During
fiscal 2005, the total proceeds of these securities offerings was
$920,000.  Through March 31, 2005 we had used most of those funds for our
operations.  On March 31, 2005 we had $138,646 in cash remaining on hand.
 In the same period, however, we had managed to remain fairly current in
paying our debts.  As a result, our balance sheet showed $99,443 in
working capital at March 31, 2005.

     Since the end of fiscal 2005, we have obtained an additional
$593,000 from the sale of our common stock.  At the present time,
however, our "burn-rate" for cash is nearly $200,000 per month, as we are
committing our cash to a variety of marketing initiatives.  Therefore we
continue to actively seek investment capital, and expect to issue more of
our common stock for this purpose in the coming months.  At the present
time, however, no one has committed to provide us any additional funds.

     Application of Critical Accounting Policies

     In preparing our financial statements we are required to formulate
working policies regarding valuation of our assets and liabilities and to
develop estimates of those values.  In our preparation of the financial
statements for fiscal year 2005, there were two estimates made which were
(a) subject to a high degree of uncertainty and (b) material to our
results.  The first was our determination, explained in Note B to the
Financial Statements that we should record a valuation allowance for the
full value of the deferred tax asset created by our net operating loss
carry-forward.  The primary reason for the determination was our lack of
certainty as to whether Centale would carry on profitable operations in
the future.  The second material estimate, explained in Note C to our
financial statements, was our determination that the software technology
that we acquired during fiscal 2005 will have a useful life of five
years. Based on that determination, we are amortizing the expenses we
incurred in acquiring and developing that technology over a five year
period.

<PAGE>                              -6-


     We made no material changes to our critical accounting policies in
connection with the preparation of financial statements for fiscal year
2005.

     Impact of Accounting Pronouncements

     There were no recent accounting pronouncements that have had a
material effect on the Company's financial position or results of
operations.  There was one recent accounting pronouncement that may have
a material effect on the Company's financial position or results of
operations.

     In December 2004, the FASB issued SFAS No. 123R "Share-Based
Payment." This Standard addresses the accounting for transactions in
which a company receives employee services in exchange for (a) equity
instruments of the company or (b) liabilities that are based on the fair
value of the company's equity instruments or that may be settled by the
issuance of such equity instruments. This Standard eliminates the ability
to account for share-based compensation transactions using Accounting
Principles Board Opinion No. 25, "Accounting for Stock Issued to
Employees," and requires that such transactions be accounted for using a
fair-value-based method. The Standard is effective for fiscal years beginning
after December 15, 2005. The Standard may adversely affect the Company's
results of operations if the Company issues a material amount of capital
stock for services, as it did during fiscal year 2005.

     Off-Balance Sheet Arrangements

     We do not have any off-balance sheet arrangements that have or are
reasonably likely to have a current or future effect on our financial
condition or results of operations.

     Risk Factors That May Affect Future Results

     You should carefully consider the risks described below before
buying our common stock.  If any of the risks described below actually
occurs, that event could cause the market value of our common stock to
decline, and you could lose all or part of your investment.

     OUR BUSINESS IS IN ITS DEVELOPMENT STAGE, AND IS SUBJECT TO ADVERSE
FUTURE EVENTS THAT WE MAY NOT HAVE FORESEEN.

     Even though Centale is an operating business, it is still
considered to be a development stage company.  Our operations to date
have not been sufficient to provide a secure basis for determining the
viability of our business plan.  Any number of future events could hinder
us in implementing the business plan, including those mentioned in this
Report as well as risks that we cannot foresee due to our lack of
experience in this business.

     OUR TECHNOLOGY COULD BE REPLICATED BY COMPETITORS.

     The technology captured within the Catalyst EV(tm) is the result of
five years of development by Centale and its predecessors.  However, a
sophisticated software development company could replicate our technology
today in a matter of months.  If a large software distributor undertook
direct competition with us, its superior capital resources could hinder
or defeat our efforts to capture a significant market position.

<PAGE>                              -7-


     WE RELY ON OUTSOURCING FOR DESIGN AND DEVELOPMENT.

     Centale employs only two individuals in its design staff.  We do
not have any engineers or programmers on our payroll.  Most of the design
and all of the development services required to fulfill our contracts are
performed by companies under contract to us - primarily Netsmartz LLC,
whose founder is a member of our Board of Directors.  Because there are
many qualified software developers available, we believe that outsourcing
this part of our business is cost-efficient and provides us the
flexibility to rapidly modify our products and services as the market
demands.  On the other hand, the outsourcing process opens us up to
several risks, including delays in fulfilling our contracts, delays in
obtaining necessary technology, and potential loss of our trade secrets.
Since our success will depend on our ability to capture a substantial
position in the Internet community by promptly delivering a quality
application to our clients, our lack of direct control over the
individuals responsible for the development could damage that effort.

     WE DEPEND ON A FEW KEY INDIVIDUALS TO IMPLEMENT OUR BUSINESS PLAN.

     Our business plan is being implemented primarily through the
efforts of our two senior officers:  Patrick T. Parker, our CEO, and Juan
C. Ferreira, our COO.  They develop the programs to implement the
business plan, supervise the marketing efforts, personally carry out
high-level marketing efforts, and are responsible for investigating
potential acquisitions and negotiating the agreements.  Should either of
them leave the Company for any reason, or become unable to carry out his
responsibilities, the implementation of our business plan would be
delayed, which could doom it to failure.

     OUR PROGRAM OF ACQUISITIONS WILL EXPOSE US TO THE RISKS THAT COME
FROM ACQUIRING BUSINESSES THAT WE DID NOT DEVELOP.

     We are currently negotiating with a number of individuals and
companies that have technologies and businesses complementary to ours.
We expect to acquire one or more of these technologies and/or businesses.
These acquisitions will require us to invest our capital and personnel
resources toward integrating the acquired business with our own.  If
there are impediments to that integration that we do not foresee or are
not able to overcome, the acquisition could interfere with the
implementation of our core business plan.

<PAGE>

Item 7.  Financial Statements

     The Company's financial statements, together with notes and the
Report of Independent Registered Public Accounting Firm, are set forth
immediately following Item 14 of this Form 10-KSB.


Item 8.  Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure

     Not Applicable

<PAGE>                              -8-

Item 8A. Controls and Procedures

     Evaluation of Disclosure Controls and Procedures.  Patrick T.
Parker, our Chief Executive Officer, and Juan C. Ferreira, our Chief
Financial Officer, carried out an evaluation of the effectiveness of
Centale's disclosure controls and procedures as of March 31, 2005.
Pursuant to Rule13a-15(e) promulgated by the Securities and Exchange
Commission pursuant to the Securities Exchange Act of 1934, "disclosure
controls and procedures" means controls and other procedures that are
designed to insure that information required to be disclosed by Centale
in the reports that it files with the Securities and Exchange Commission
is recorded, processed, summarized and reported within the time limits
specified in the Commission's rules.  "Disclosure controls and
procedures" include, without limitation, controls and procedures designed
to insure that information Centale is required to disclose in the reports
it files with the Commission is accumulated and communicated to our Chief
Executive Officer and Chief Financial Officer as appropriate to allow
timely decisions regarding required disclosure.  Based on their
evaluation, Messrs. Parker and Ferreira concluded that Centale's system
of disclosure controls and procedures was effective as of March 31, 2005
for the purposes described in this paragraph.

     Changes in Internal Controls.  There was no change in internal
controls over financial reporting (as defined in Rule 13a-15(f)
promulgated under the Securities Exchange Act or 1934) identified in
connection with the evaluation described in the preceding paragraph that
occurred during Centale's fourth fiscal quarter that has materially
affected or is reasonably likely to materially affect Centale's internal
control over financial reporting.


<PAGE>
                                  PART III

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

     The officers and directors of the Company are listed in the table
below.  Messrs. DeYoung, Gray and Keller have submitted to the Company
their resignations from their positions as members of the Board, which
are effective when the Board elects three individuals to fill the
vacancies.  The new Board members have not yet been determined or
elected.

                                                                     Director
Name                     Age   Position with the Company             Since
-------------------------------------------------------------------------------
Patrick T. Parker        50    Chairman, Chief Executive Officer       2004

Juan C. Ferreira         46    President, Chief Financial Officer,
                                Director                               2004

Manjeet Dhariwal         32    Chief Technology Officer, Director      2004

Jon DeYoung              52    Director                                2004

Daniel T. Robbie         44    Director                                2004

Bruce Gray               56    Director                                2004

Kenneth Keller           50    Director                                2004

Sterling Shepperd        30    Vice President, Secretary                  -

<PAGE>                              -9-

     Directors hold office until the annual meeting of the Company's
stockholders and the election and qualification of their successors.
Officers hold office, subject to removal at any time by the Board, until
the meeting of directors immediately following the annual meeting of
stockholders and until their successors are appointed and qualified.

     Patrick T. Parker.  Mr. Parker joined Centale as CEO in November
2004.  Mr. Parker's prior career was focused on the application of new
media to the investment banking industry.  Mr. Parker started his career
as an investment banker with Prudential-Bache and then Smith Barney,
where he was involved in financing entertainment projects.  That
experience led to fourteen years of involvement in the use of
entertainment media to generate sales leads.  Mr. Parker was employed for
the past nine years as Senior Vice President and Director of Media
Relations for Barkley Financial, a commodities broker in South Florida.
During the same period Mr. Parker was also employed as CEO of Business
Image Group, Inc., which produced direct response television and radio
ads, as well as President of PTP Associates d/b/a Pathways to Profit
Inc., an advertising agency production company.

     Juan C. Ferreira.  Mr. Ferreira joined Centale as Chief Operating
Officer in November 2004.  From 1999 until joining Centale, Mr. Ferreira
was employed as owner and manager of Corporate Image Bureau, an investor
relations, consulting firm serving small cap issuers.  During the same
period Mr. Ferreira published The E Street Journal, a subscription-based
electronic newsletter.  Prior to organizing Corporate Image Bureau, Mr.
Ferreira was employed for six years as an executive with a company
specializing in investors relations.  Prior to working in investor
relations, Mr. Ferreira was employed for ten years in the commodity
futures and securities trading industry.

     Manjeet Dhariwal became Centale's Chief Technology Officer in June
2004, when Centale entered into its Software Development Agreement with
Netsmartz LLC.  Mr. Dhariwal has been  employed by Netsmartz LLC since
2000, and is currently its Chief Executive Officer.  Netsmartz has six
locations in the United States and India, and is engaged in the business
of designing and developing software solutions and providing related
services such as hosting.  Prior to joining Netsmartz, Mr. Dhariwal was
employed as Senior Director of Business Planning by Global Crossing.  Mr.
Dhariwal will provide services to Centale on a part-time, as needed
basis.

     Jon DeYoung has owned and managed Advanced Safety Systems, a
division of Atlantic Tales, Inc., for over 27 years. Advanced Safety
Systems is engaged in the business of developing and implementing fire
protection systems.  In that position, Mr. DeYoung has successfully
negotiated over $70 million in contracts, notably for General Electric
facilities in Europe and the Philippines and for the Epcot Center.  Mr.
DeYoung is the past President and Director of several trade
organizations.

     Daniel T. Robbie.  Mr. Robbie is currently engaged in overseeing
his investment portfolio.  From 2000 to 2001 Mr. Robbie was President of
Tek 21, Inc., a software developer located in Buffalo, NY. From 1984
until 1994 Mr. Robbie was employed by the Miami Dolphins, most recently
(1990-1994) as President of Joe Robbie Stadium and Executive Vice
President of the Dolphins.  While with the Dolphins, Mr. Robbie was
responsible for sales, marketing and promotions for the Miami Dolphins,
as well as all aspects of the operations of Joe Robbie Stadium (the first
totally privately financed stadium in the U.S.).

     Bruce Gray.  Mr. Gray has been employed as Chief Executive Officer
or Chief Operations Officer for over three years by Creditors
Interchange, Inc., which is located in Cheektowaga, NY.  Prior to that
employment, Mr. Gray spent over twenty years in various employment
capacities in the debt resolution industry.

<PAGE>                              -10-

     Kenneth Keller.  Mr. Keller has been employed since 1989 by Arric
Corp., a company involved in asbestos abatement.  He is currently a Vice
President of Arric.  Mr. Keller is also the President of Keller
Associates, which is involved in management consulting for companies
engaged in waste services.

     Sterling Shepperd.  Mr. Shepperd has been the Vice President of
Centale since July 2004, and had served as a consultant to Centale since
February 2004.  From June 2003 through November 2003 Mr. Shepperd was the
Sales Manager for JMT Solutions, LLC, which was engaged in the business
of direct response marketing in Palm Bay, Florida.  From 1999 until he
joined JMT Solutions, Mr. Shepperd was employed by DanMark, Inc., an
organization engaged in direct response marketing.  Mr. Shepperd served
as Sales Manager and Trainer for two of DanMark's offices.

Audit Committee

     The Board of Directors has not appointed an Audit Committee.  The
Board of Directors does not have an audit committee financial expert.
The Board of Directors has not yet recruited  an audit committee
financial expert to join the Board of Directors because the Company has
only recently commenced a significant level of financial operations.

Code of Ethics

     The Company does not have a written code of ethics applicable to
its executive officers.  The Board of Directors has not adopted a written
code of ethics because it has only recently acquired a significant number
of members of management.

Section 16(a) Beneficial Ownership Reporting Compliance

     None of the officers, directors or beneficial owners of more than
10% of the Company's common stock failed to file on a timely basis the
reports required by Section 16(a) of the Exchange Act during the year
ended March 31, 2005, except that each member of the Board of Directors
failed to file a Form 3.

Item 10.  Executive Compensation

     The following table sets forth all compensation awarded to, earned
by, or paid by Centale to Patrick T. Parker, its Chief Executive Officer,
for services rendered in all capacities to the Company during the year
ended March 31, 2005.  Mr. Parker was elected to that position on
November 11, 2004.  There were no other executive officers whose total
salary and bonus for the fiscal year ended March 31, 2005 exceeded
$100,000.

                                        Compensation
                        Year       Salary          Stock
                        --------------------------------------
Patrick T. Parker       2005      $20,000(1)      $38,116 (2)

___________________________

(1)  Represents compensation for the period from November 11, 2004
through March 31, 2005.

(2)  Represents the value of shares granted to Mr. Parker under the
terms of his employment agreement that has been amortized during
the period from November 11, 2004 through March 31, 2005.

<PAGE>                              -11-

     Employment Agreements

     Patrick T. Parker.  Centale is party to an employment agreement
with Patrick T. Parker, its Chief Executive Officer.  The agreement
terminates on October 31, 2007.  The agreement provides that Centale will
pay Mr. Parker a salary of $240,000 per year.  Centale will also pay Mr.
Parker a bonus equal to his salary for the quarter after each fiscal
quarter in which Centale realizes net income in excess of $300,000.
Centale will also pay Mr. Parker a bonus after each year in which
Centale's gross revenue exceeds a threshold.  The bonus will equal the
percentage of gross revenue associated with that threshold as follows:

                                             Applicable
                     Threshold               Percentage
                   ------------              ----------
                   $  7,000,000                  3%
                   $  8,000,000                  4%
                   $  9,000,000                  5%
                   $ 10,000,000                  6%
                   $ 25,000,000                 7.5%

     In connection with his employment, Centale issued 3,520,000
restricted shares of common stock to Mr. Parker.  Mr. Parker, for his
part, assigned to Centale a database of the email addresses of over
100,000 active investors, collected on an opt-in basis, and fourteen
Internet domain names.

     Juan C. Ferreira.  Centale is party to an employment agreement with
Juan C. Ferreira, its President, Chief Operations Officer and Chief
Financial Officer.  The agreement terminates on November 30, 2007.  The
agreement provides that Centale will pay Mr. Ferreira a salary of $90,000
per year and a sales override equal to one-sixth of the total sales
commissions earned by Centale's employees.  In connection with his
employment, Centale issued 900,000 restricted shares of common stock to
Mr. Ferreira.

     Equity Grants

     The following tables set forth certain information regarding the
stock options acquired by the Company's Chief Executive Officer during
the year ended March 31, 2005 and those options held by him on March 31,
2005.

                      Option Grants in the Last Fiscal Year
                                                              Potential
                         Percent of                           realizable
           Number of     total options                        value at assumed
           securities    granted to                           annual rates of
           underlying    employees     Exercise               appreciation of
           option        in fiscal     Price      Expiration  for option term
Name       granted       year          ($/share)  Date          5%    10%
-------------------------------------------------------------------------------
P. Parker    0             N.A.            N.A.       N.A.          0      0

                       Aggregated Fiscal Year-End Option Values

              Number of securities underlying  Value of unexercised in-the-money
              unexercised options at fiscal    options at fiscal year-end ($)
Name          year-end (#) (All exercisable)   (All exercisable)
--------------------------------------------------------------------------------
Patrick T. Parker         0                                  0

<PAGE>                              -12-

     Remuneration of Directors

     Centale has not adopted any policy regarding compensation of
members of the Board of Directors, and has not paid any cash remuneration
to any member of the Board.  However, in November 2004 Centale issued
50,000 shares of common stock to each of its outside directors.

Item 11. Security Ownership of Certain Beneficial Owners and Management

     The following table sets forth information known to us with respect
to the beneficial ownership of our common stock as of the date of this
prospectus by the following:

     *  each shareholder known by us to own beneficially more than 5% of
our common stock;

     *  Patrick T. Parker, our Chief Executive Officer

     *  each of our directors; and

     *  all directors and executive officers as a group.

     There are 17,556,000 shares of our common stock outstanding on the
date of this report.  Except as otherwise indicated, we believe that the
beneficial owners of the common stock listed below have sole voting power
and investment power with respect to their shares,  subject to community
property laws where applicable.  Beneficial ownership is determined in
accordance with the rules of the Securities and Exchange Commission.

     In computing the number of shares beneficially owned by a person
and the percent ownership of that person, we include shares of common
stock subject to options or warrants held by that person that are
currently exercisable or will become exercisable within 60 days. We do
not, however, include these "issuable" shares in the outstanding shares
when we compute the percent ownership of any other person.

                                 Amount and Nature
Name and Address                 of Beneficial                Percentage
of Beneficial Owner(1)           Ownership                    of Class
----------------------------------------------------------------------------
Patrick T, Parker                  5,193,000(2)                29.6%
Juan C. Ferreira                   1,123,000                    6.4%
Jack Dhariwal                        200,000(3)                 1.1%
Jon DeYoung                        1,207,000                    6.9%
Daniel Robbie                        298,400                    1.7%
Kenneth Keller                       879,250(4)                 5.0%
Bruce Gray                           175,000(5)                 1.0%

All officers and directors as
 A group (8 persons)               9,275,000                   52.8%

Donna Wier                         1,730,000(6)                 9.9%
 1699 Sweet Road
 East Aurora, NY 14052

Jan & Beverly Fisher               1,150,000                    6.6%
 15 Bannock Court
 Suffern, NY 10901
_____________________________

(1)  The address of each shareholder, unless otherwise noted, is c/o
     Centale, Inc. 6700 N. Andrews Ave., Suite 605, Ft. Lauderdale FL
     33309.

<PAGE>                              -13-

(2)  Includes 60,000 shares owned by Mr. Parker's spouse and 5,000
     shares owned by his daughter.

(3)  Includes 200,000 shares owned by Netsmartz LLC, of which Mr. Dhariwal
     is a member.

(4)  Includes 45,000 shares owned by Mr. Keller's minor sons.

(5)  Includes 125,000 shares owned by Mr. Gray's spouse.

(6)  Includes 289,800 shares owned by Ms. Wier's minor children or by Ms.
     Wier as custodian for her minor children.  Does not include 1,500,000
     shares subject to a Common Stock Purchase Warrant held by Ms. Wier,
     which is described below.

Common Stock Purchase Warrant

     Centale has issued a common stock purchase warrant to Donna Wier.
The warrant permits her to purchase 500,000 shares when the paid-in
capital reflected on the Company's balance sheets exceeds $1,000,000 -
that condition has been met.  The warrant permits her to purchase an
additional 500,000 shares when the paid-in capital on the Company's
balance sheets exceeds $2,000,000, and an additional 500,000 shares when
Centale's common stock is listed on NASDAQ or a national securities
exchange.  The exercise price is $.20 per share.  The warrant may not be
exercised, however, to purchase shares that would cause Ms. Wier to have
beneficial ownership of more than 9.9% of Centale's outstanding common
stock.  Since Ms. Wier, on the date of this report, owned 9.9% of
Centale's outstanding stock, she is on this date unable to exercise the
warrant.

Arrangements Among Shareholders

     Stock Pledge Agreement.  In June 2005 five individuals (Patrick T.
Parker, Juan Ferreira, Jon DeYoung, Bonnie Philipps and Kenneth Keller)
purchased 2,000,000 shares of Centale common stock from Thaddeus A. Wier,
Jr.  They gave Mr. Wier $250,000 and a non-recourse promissory note in
the principal amount of $2,070,000.  The note is payable in four
installments, the last installment being due in December 2005.  To secure
the debt, the purchasers pledged 2,284,000 shares of Centale common
stock.  Their pledge agreement with Mr. Wier provides that in the event
of a default under the promissory note, Mr. Wier may exercise the rights
of a secured creditor with respect to the pledged shares or may take the
pledged shares in satisfaction of the note.  Mr. Wier's spouse, Donna
Wier, is the owner of 1,730,000 Centale shares.

     Pooling Agreement.  The five individuals who purchased 2,000,000
shares from Mr. Wier at the same time entered into a Pooling Agreement,
pursuant to which they authorized Patrick T. Parker to negotiate private
sales of those shares for the purpose of raising funds to satisfy the
promissory note due to Mr. Wier.  In the event that Mr. Parker wishes to
sell any of the shares for a price less than $1.16 per share, he must
obtain the consent of three other parties to the Pooling Agreement.

Equity Compensation Plan Information

     The information set forth in the table below regarding equity
compensation plans (which include individual compensation arrangements)
was determined as of March 31, 2005.

<PAGE>                              -14-


                                                              Number of
                                Number of                     securities
                                securities      Weighted      remaining
                                to be           average       available
                                issued upon     exercise      for future
                                exercise of     price of      issuance
                                outstanding     outstanding   under
                                options,        options,      equity
                                warrants        warrants,     compensation
                                and rights      and rights    plans
                           -----------------------------------------------
Equity compensation
 plans approved by
 security holders.........              0            --            0

Equity compensation
 plans not approved by
 security holders(1)......              0            --            0


                                  -------       -------       ------
 Total....................              0            --            0
                                  =======       =======       ======

Item 12.  Certain Relationships and Related Transactions

     None.

Item 13.  Exhibit List

     (a) Financial Statements

     Report of Independent Registered Public Accounting Firm

     Balance Sheets - March 31, 2005 and 2004

     Statements of Changes in Stockholders' Equity - Years
      ended March 31, 2005 and 2004 and Period from Inception
      (November 12, 1998) to March 31, 2005

     Statements of Operations - Years ended March 31, 2005 and 2004 and
      Period from Inception (November 12, 1998) to March 31, 2005

     Statements of Cash Flows -  Years ended March 31, 2005 and 2004
      and Period from Inception (November 12, 1998) to March 31, 2005

     Notes to Financial Statements

     (b) Exhibit List

3-a  Certificate of Incorporation, as amended - filed as an exhibit to
     the Registration Statement on Form 10-SB (File No.: 000-50863)
     and incorporated herein by reference.

3-b  Amended and Restated By-laws - filed as an exhibit to the
     Company's Current Report on Form 8-K dated November 11, 2004 and
     incorporated herein by reference.

10-a Software Development Agreement with Netsmartz LLC dated July 1,
     2004 - filed as an exhibit to the Registration Statement on Form
     10-SB (File No.: 000-50863) and incorporated herein by reference.

10-b Employment Agreement - Patrick T. Parker dated November 11, 2004
     - filed as an exhibit to the Company's Current Report on Form 8-K
     dated November 11, 2004 and incorporated herein by reference.

<PAGE>                              -15-

10-c Employment Agreement - Juan C. Ferreira dated November 10, 2004 -
     filed as an exhibit to the Company's Current Report on Form 8-K
     dated November 11, 2004 and incorporated herein by reference.

10-d Secured Note dated June 2, 2005 given by Patrick T. Parker, Juan
     Ferreira, Jon DeYoung, Bonnie Philipps and Kenneth Keller to
     Thaddeus A. Wier, Jr.

10-e Stock Pledge Agreement dated June 2, 2005 among Patrick T.
     Parker, Juan Ferreira, Jon DeYoung, Bonnie Philipps and Kenneth
     Keller, Thaddeus A. Wier, Jr. and Robert Brantl, Esquire.

10-f Second Amended and Restated Common Stock Purchase Warrant issued
     by Centale, Inc. to Donna A. Wier on June 2, 2005.

21   Subsidiaries - none

31-a Rule 13a-14(a) Certification - Patrick T. Parker

31-b Rule 13a-14(a) Certification - Juan C. Ferreira

32   Rule 13a-14(b) Certifications

Item 14. Principal Accountant Fees and Services

     Audit Fees

     Rotenberg & Co. LLP billed $15,000 in connection with the audit of
the Company's financial statements for the year ended March 31, 2005 and
$6,625 in connection with the audit of the Company's financial
statements for the year ended March 31, 2004.  Also included in those
billings were services performed in connection with the reviews of the
Company's financial statements for the interim quarterly periods as well
as those services normally provided by the accountant in connection with
the Company's statutory and regulatory filings for fiscal 2005 and 2004.

     Audit-Related Fees

     Rotenberg & Co., LLP billed the Company $0 for Audit-Related fees
during the year ended March 31, 2005 and $0 for Audit-related fees during
the year ended March 31, 2004.

     Tax Fees

     Rotenberg & Co., LLP billed the Company $1,500 during the
year ended March 31, 2005 and $0 during the year ended March 31,
2004 for professional services rendered for tax compliance, tax advice
and tax planning.

     All Other Fees

     Rotenberg & Co., LLP billed the Company $0 during the year ended
March 31, 2005 and $0 during the year ended March 31, 2004 for all other
services.

     It is the policy of the Company that all services other than
audit, review or attest services must be pre-approved by the Board of
Directors.  All of the services described above were approved by the
Board of Directors.

<PAGE>                              -16-


          REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM



To the Board of Directors and Stockholders
 Centale, Inc.
 (A Development Stage Company)
 (A New York Corporation)
 East Aurora, New York


     We have audited the accompanying balance sheets of Centale, Inc. as of
March 31, 2005 and 2004, and the related statements of operations, changes
in stockholders' equity, and cash flows for each of the two years in the
period ended March 31, 2005 and for the period from date of inception
(November 12, 1998) through March 31, 2005.  These financial statements are
the responsibility of the Company's management.  Our responsibility is to
express an opinion on these financial statements based on our audits.

     We conducted our audits in accordance with the standards of the Public
Company Accounting Oversight Board (United States).  Those standards require
that we plan and perform the audits to obtain reasonable assurance about
whether the financial statements are free of material misstatement.  The
Company is not required to have, nor were we engaged to perform, an audit of
its internal controls over financial reporting.  Our audits included
consideration of internal control over financial reporting as a basis for
designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the
Company's internal control over financial reporting.  Accordingly, we
express no such opinion.  An audit also includes examining, on a test basis,
evidence supporting the amounts and disclosures in the financial statements,
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement
presentation.  We believe that our audits provide a reasonable basis for our
opinion.

     In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of Centale, Inc. as
of March 31, 2005 and 2004, and the results of its operations and its cash
flows for each of the two years in the period ended March 31, 2005 and for
the period from date of inception (November 12, 1998) through March 31, 2005,
in conformity with accounting principles generally accepted in the United
States of America.

     The accompanying financial statements have been prepared assuming the
Company will continue as a going concern.  As discussed in Note I to the
financial statements, the Company has incurred losses that have resulted in
an accumulated deficit.  This condition raises substantial doubt about its
ability to continue as a going concern.  Management's plans regarding this
matter are described in Note I.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.


/s/ Rotenberg & Co., LLP
--------------------------
Rotenberg & Co., LLP
Rochester, New York
May 24, 2005
                                                                F-1
<PAGE>

                                CENTALE, INC.
                       (A DEVELOPMENT STAGE COMPANY)

                               BALANCE SHEETS
                          MARCH 31, 2005 and 2004


                                                     2005             2004
ASSETS                                            ---------       -----------
Current Assets:
 Cash and Cash Equivalents                     $    138,646      $    47,208
 Employee Receivable                                 43,999                -
 Prepaid Expenses                                         -            7,708
                                                  ---------        --------
 Total Current Assets                               182,645           54,916

Fixed Assets:
 Furniture, Fixtures and Equipment                   41,571                -
 Less: Accumulated Depreciation                      (1,106)               -
                                                  ---------        ---------
 Net Fixed Assets                                    40,465                -

Other Assets:
 Security Deposits                                   16,405                -
 Software Development                               150,000                -
 Software Technology                                100,000          100,000
 Less Accumulated Amortization                      (25,000)               -
                                                  ---------        ---------
 Net Other Assets                                   241,405          100,000
                                                  ---------        ---------
Total Assets                                    $   464,515      $   154,916
                                                  =========        =========

LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
 Accounts Payable                               $    36,655      $         -
 Accrued Expenses                                    21,547                -
 Demand Loan Payable - Stockholder                   25,000          100,000
                                                  ---------        ---------
 Total Current Liabilities                           83,202          100,000

Other Liabilities:
 Note Payable - Stockholder                          25,000           25,000
                                                  ---------        ---------
 Total Liabilities                                  108,202          125,000

Stockholders' Equity:
 Common Stock:  $.01 Par, 25,000,000 Shares
  Authorized, 16,766,000 and 8,129,000 Shares
  Issued and Oustanding, respectively               167,660           81,290
 Preferred Stock:  $.01 Par, 5,000,000 Shares
  Authorized, No Shares Issued and Outstanding            -                -
 Additional Paid-In Capital                       1,233,024          127,194
 Deficit Accumulated During Development Stage    (1,044,371)        (178,568)
                                                  ---------        ---------
 Total Stockholders' Equity                         356,313           29,916
                                                  ---------        ---------
Total Liabilities and Stockholders' Equity      $   464,515      $   154,916
                                                  =========        =========

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

                                                                 F-2


                                 CENTALE, INC.
                         (A DEVELOPMENT STAGE COMPANY)

                  STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY


                                                         Deficit
                                                         Accumulated
                             Common Stock     Additional During       Stock-
                          Number of           Paid-In    Development  holders'
                          Shares       Value  Capital    Stage        Equity
-------------------------------------------------------------------------------
Inception -
 November 12, 1998                 - $      -  $       - $         -  $       -
Common Stock Issued in
 Exchange for Organization
 Expenses                  5,304,230   53,042          -           -     53,042
Stock Split Issued in the
 Form of a Stock Dividend  1,264,770   12,648          -     (12,648)         -
Expenses Paid by
 Stockholders on Behalf
 of the Corporation                -        -      2,586           -      2,586
Assets Contributed to
 Corporation, Net of
 Related Liabilities
 Assumed                           -        -      5,858           -      5,858
Net Loss for the Period            -        -          -     (55,628)   (55,628)
                           ----------------------------------------------------
Balance - March 31, 2003   6,569,000   65,690      8,444     (68,276)     5,858

Interest Expense on Note
 Payable Contributed as
 Capital                           -        -     11,250           -     11,250
Common Stock Issued in
 Exchange for Services       185,000    1,850          -           -      1,850
Common Stock Issued for
 Cash                      1,375,000   13,750    107,500           -    121,250
Net Loss for the Period            -        -          -    (110,292)  (110,292)
                           ----------------------------------------------------
Balance - March 31, 2004   8,129,000   81,290    127,194    (178,568)    29,916

Common Stock Issued for
 Cash                      1,702,000   17,020    902,980           -    920,000
Common Stock Issued in
 Exchange for Note Payable 1,000,000   10,000     90,000           -    100,000
Common Stock Issued in
 Exchange for Services     5,935,000   59,350    112,850           -    172,200
Net Loss for the Period            -        -          -    (865,803)  (865,803)
                          -----------------------------------------------------
Balance - March 31, 2005  16,766,000 $167,660 $1,233,024 $(1,044,371) $ 356,313
                          =====================================================


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

                                                                F-3
                                  CENTALE, INC.
                         (A DEVELOPMENT STAGE COMPANY)

                            STATEMENTS OF OPERATIONS


                                 Period of Inception   Twelve Months Ended
                                 (November 12, 1998)        March 31,
                                  to March 31, 2005     2005          2004
                                 ------------------- ----------     ---------
Revenues                          $     78,200      $   78,200     $        -
                                     ---------       ---------      ---------
Expenses:
 Advertising                            43,574          26,048         17,526
 Amortization                           25,000          25,000              -
 Consulting Services                   421,608         383,463         38,145
 Depreciation                            1,106           1,106              -
 Insurance                              26,018          23,876          2,142
 Interest                               18,229           5,729         12,500
 Miscellaneous                          22,179          21,179          1,000
 Office Expenses                        84,240          83,805            435
 Officers' Compensation                 91,354          91,354              -
 Organization Expenses                  80,000          30,000              -
 Professional Services                 155,108         122,422         32,686
 Rent                                   15,019          15,019              -
 Salaries and Wages                     40,214          40,214              -
 Technology Services                    52,510          52,510              -
 Travel                                 22,448          22,448              -
                                     ---------       ---------      ---------
 Total Expenses                      1,098,607         944,173        104,434
                                     ---------       ---------      ---------

Loss from Continuing Operations     (1,020,407)       (865,973)      (104,434)

Discontinued Operations
 Loss from Discontinued Operations      (5,628)              -              -
 Loss from Disposal of Discontinued
  Operations                            (5,858)              -         (5,858)
                                     ---------       ---------      ---------
Loss from Operations                (1,031,893)       (865,973)      (110,292)

Other Income                               170             170              -
                                     ---------       ---------      ---------
Net Loss for the Period           $ (1,031,723)     $ (865,803)    $ (110,292)
                                     =========       =========      =========
Loss Per Share:
 Basic                                              $    (0.07)    $    (0.02)
                                                     =========       ========
 Fully Diluted                                      $    (0.07)    $    (0.02)
                                                     =========       ========
Weighted Average Common
 Shares Outstanding:
 Basic                                              12,179,162      6,634,000
                                                    ==========      =========
 Fully Diluted                                      12,179,162      6,634,000
                                                    ==========      =========


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

                                                                F-4

                                 CENTALE, INC.
                        (A DEVELOPMENT STAGE COMPANY)

                           STATEMENTS OF CASH FLOWS

                                 Period of Inception      Twelve Months Ended
                                 (November 12, 1998)           March 31,
                               through March 31, 2005      2005         2004
                               -----------------------  ----------    ---------


Cash Flows from Operating
 Activities:
 Net Loss for the Period            $ (1,031,723)   $ (865,803)   $ (110,292)

 Non-Cash Adjustments:
  Depreciation and Amortization           26,106        26,106             -
  Organizational Expenses Paid by
   Stockholders                           53,042             -             -
  Expenses Paid by Stockholders            2,586             -             -
  Common Stock Issued in Exchange
   for Services                           74,050        72,200             -
  Loss on Disposal of Assets               5,858             -             -
  Interest Expense Contributed As
   Capital                                12,500             -        12,500
  Demand Loan Issued in Exchange for
  Accrued Bonus to Officer               125,000       125,000             -
 Changes in Assets and Liabilities:
  Employee Receivable                    (43,999)      (43,999)            -
  Prepaid Expenses                             -         7,708             -
  Security Deposits                      (16,405)      (16,405)            -
  Accounts Payable and Accrued
   Expenses                               58,202        58,202             -
                                        --------     ---------      --------
  Net Cash Flows from Operating
   Activities                           (734,783)     (636,991)      (97,792)
                                        --------     ---------      --------
Cash Flows from Investing Activities:
 Acquisition of Software Development
  Costs                                  (50,000)      (50,000)            -
 Acquisition of Furniture, Fixtures
  and Equipment                          (41,571)      (41,571)            -
                                        --------     ---------      --------
 Net Cash Flows from Investing
  Activities                             (91,571)      (91,571)            -
                                        --------     ---------      --------
Cash Flows from Financing Activities:
 Repayment on Demand Loan Payable -
  Stockholder                           (100,000)     (100,000)            -
 Proceeds from Note Payable -
  Stockholder                             23,750             -        23,750
 Proceeds from Issuance of Common
  Stock                                1,041,250       920,000       121,250
                                       ---------     ---------      --------
 Net Cash Flows from Financing
  Activities                             965,000       820,000       145,000
                                       ---------     ---------      --------
Net Change in Cash and Cash
 Equivalents                             138,646        91,438        47,208

Cash and Cash Equivalents - Beginning
 of Period                                     -        47,208             -
                                       ---------     ---------      --------
Cash and Cash Equivalents - End of
 Period                             $    138,646    $  138,646    $   47,208
                                       =========     =========      ========

Supplemental Disclosures
 Interest Paid                      $      5,729    $    5,729    $        -
                                       =========     =========      ========
 Income Taxes Paid                  $        770    $      770    $        -
                                       =========     =========      ========

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

                                                                F-5
                        (A DEVELOPMENT STAGE COMPANY)

                          STATEMENTS OF CASH FLOWS

                                 Period of Inception      Twelve Months Ended
                                 (November 12, 1998)            March 31,
                               through  March 31, 2005     2005          2004
                              ------------------------- ----------    ----------

Supplemental Disclosure of
 Non-Cash Investing and
 Financing Activities:
 Acquisition of Software
  Development Costs via Issuance
  of Common Stock                   $    100,000    $  100,000    $       -

 Acquisition of Software
  Technology via Issuance of
  Note Payable                      $    100,000    $        -    $ 100,000
                                        ========      ========      =======
 Assets Contributed to
  Corporation Net of Related
  Liabilities Assumed               $      5,858    $        -    $       -
                                        ========      ========      =======
 Conversion of Note Payable into
  Common Stock                      $    100,000    $  100,000    $       -
                                        ========      ========      =======

 Stock Split                        $     12,648    $        -    $       -
                                        ========      ========      =======










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

                                                                F-6

                                  CENTALE, INC.
                         (A DEVELOPMENT STAGE COMPANY)

                         NOTES TO FINANCIAL STATEMENTS

Note A - The Company

The Company was incorporated under the laws of the State of New York
on November 12, 1998 as Safe Harbour Health Care Properties, LTD.  In
July 2004, the Company changed its name to Centale, Inc.

The Company was engaged in the business of leasing real estate to
health care facilities.  During 1999, the Company ceased its
operations and commenced action to voluntarily seek protection from
creditors under the bankruptcy code.  During 2003, the Company
distributed its assets to the creditors in satisfaction of its
outstanding liabilities.  The bankruptcy was subsequently dismissed.
The Company remained dormant until 2004, when one of the Company's
shareholders purchased a controlling interest.  The Company intends to
begin operating as an internet based marketing company.

Nature of Operations

The Company, as of the date of these financial statements, is in the
final phase of the development stage.  The Company has secured
contracts to provide internet based marketing services and has earned
only limited and non-recurring revenue from these contracts.

The Company's future success is dependent upon its ability to raise
sufficient capital in order to continue to develop its market for its
services.  There is no guarantee that such capital will be available
on acceptable terms, if at all.

Reclassifications

Certain amounts in the prior year financial statements have been
reclassified to conform with the current period presentation.  The
reclassifications made to the prior period have no impact on the net
income (loss), or overall presentation of the financial statements.

Note B - Summary of Significant Accounting Policies

Method of Accounting

The Company maintains its books and prepares its financial
statements on the accrual basis of accounting.

Cash and Cash Equivalents

Cash and cash equivalents include time deposits, certificates of
deposit and all highly liquid debt instruments with original
maturities of three months or less.  The Company maintains cash and
cash equivalents at financial institutions, which periodically may
exceed federally insured amounts.

Development Stage

The Company has operated as a development stage enterprise since its
inception by devoting substantially all of its efforts to financial
planning, raising capital, research and development and developing
markets for its services.  The Company prepares its financial
statements in accordance with the requirements of Statement of
Financial Accounting Standards No. 7, Accounting and Reporting by
Development Stage Enterprises.

Loss Per Common Share

Earnings (loss) per common share is computed in accordance with SFAS
No. 128, "Earnings Per Share," by dividing income available to
common stockholders by weighted average number of common shares
outstanding for each period.

Use of Estimates

The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at
the date of the financial statements and the reported amounts of
revenues and expenses during the reporting period.  Actual results
can differ from those estimates.
                                                                F-7
<PAGE>
                               CENTALE, INC.
                      (A DEVELOPMENT STAGE COMPANY)

                      NOTES TO FINANCIAL STATEMENTS

Note B - Summary of Significant Accounting Policies (continued)

Organizational Expenses

Organizational expenses represent management, consulting, legal,
accounting and filing fees incurred to date in the formation of the
corporation.  Organizational costs are expenses as incurred pursuant
to Statement of position 98-5 on Reporting on the Costs of Start-Up
Activities.

Income Taxes

The Company accounts for income taxes in accordance with SFAS No.
109 "Accounting for Income Taxes," using the asset and liability
approach, which requires recognition of deferred tax liabilities and
assets for the expected future tax consequences of temporary
differences between the carrying amounts and the tax basis of such
assets and liabilities.  This method utilizes enacted statutory tax
rates in effect for the year in which the temporary differences are
expected to reverse and gives immediate effect to changes in the
income tax rates upon enactment.  Deferred tax assets are
recognized, net of any valuation allowance, for temporary
differences and net operating loss and tax credit carryforwards.
Deferred income tax expense represents the change in net deferred
assets and liability balances.  The corporation had no material
deferred tax assets or liabilities for the periods presented.

Provision for Income Taxes

Deferred income taxes result from temporary differences between the
basis of assets and liabilities recognized for differences between
the financial statement and tax basis thereon, and for the expected
future tax benefits to be derived from net operating losses and tax
credit carryforwards.  A valuation allowance is recorded to reflect
the likelihood of realization of deferred tax assets.

Fixed Assets and Depreciation

Property and equipment are stated at cost, less accumulated
depreciation computed using the straight line method over estimated
useful lives as follows:

          Computer Equipment                      3 Years
          Furniture and Fixtures                  7 Years

Impairment of Assets

The Company evaluates its long-lived assets for financial impairment
on a regular basis in accordance with Statement of Financial
Accounting Standards No. 144, "Accounting for the Impairment or
Disposal of Long-Lived Assets." The Company evaluates the
recoverability of long-lived assets not held for sale by measuring
the carrying amount of the assets against the estimated discounted
future cash flows associated with them. At the time such evaluations
indicate that the future discounted cash flows of certain long-lived
assets are not sufficient to recover the carrying value of such
assets, the assets are adjusted to their fair values.

Revenue Recognition

Revenue from execution of license agreements consists of a one-time
development fee and periodic maintenance and hosting fees.  The
revenue is earned and recognized in conjunction with the provisions
of the agreements.

                                                                F-8
<PAGE>
                               CENTALE, INC.
                       (A DEVELOPMENT STAGE COMPANY)

                       NOTES TO FINANCIAL STATEMENTS

Note C - Intangible Assets

During the fiscal year ended March 31, 2005, the Company began using
Software Development and Software Technology intangible assets.  The
Company is amortizing the cost of such intangible assets over their
estimated useful lives of 5 years, using the straight-line method.

Estimated annual amortization expenses for the five years
succeeding March 31, 2005 are as follows:

                        2006      2007      2008      2009      2010
                     -------------------------------------------------
                     $ 50,000  $ 50,000  $ 50,000  $ 50,000  $ 25,000

Note D - Related Party Transactions

In February 2004, the Company acquired microsite software
technology from a stockholder for the amount of $100,000 in the form
of a promissory note.  The note was non-interest bearing and had no
set repayment terms.  In November 2004, at the note holder's option,
the note was converted into 1,000,000 shares of common stock in full
satisfaction of the note.

In November 2004, the Company converted the accrued bonus to
officer into a demand promissory note in the principal amount of
$125,000 with interest at 8% per annum.  As of March 31, 2005, the
unpaid balance was $25,000.

In February 2004, the Company entered into a note payable with a
stockholder in the amount of $25,000.  The note is non-interest
bearing and has no set repayment terms.  As an inducement to make
the loan, the stockholder also received 125,000 shares of common
stock.  Interest in the amount of $12,500 was imputed and recorded
as a contribution to capital in the accompanying financial
statement.  As of    March 31, 2005, the unpaid balance was $25,000.

Note E - Stockholders' Equity

Common Stock

During the fiscal years ended March 31, 2005 and 2004, the Company
raised capital through the issuance of  1,702,000 and 1,375,000 shares
of its common stock for $920,000 and $121,250, respectively.

The stockholders may not sell, transfer, pledge or otherwise dispose
of the common shares of the Company in the absence of either an
effective registration statement covering said shares under the 1933
Act and relevant state securities laws, or an opinion of counsel that
registration is not required under the Act or under the securities
laws of any such state.

Preferred Stock

The Company is authorized to issue 5,000,000 preferred shares of  $.01
par value share.  The Company has not issued, and does not currently
intend to issue, preferred shares but may do so in the future at the
discretion of the board of directors.

Note F - Marketing Agreement - Corporate Image Bureau

In August 2004, the Company entered into a marketing service agreement
with Corporate Image Bureau ("CIB"), a public relations/advertising
firm specializing in the distribution of information about publicly
traded or privately held companies.  The Company agrees to compensate
CIB in the amount of $84,000 for services to be performed.  The
service of CIB will continue until completion, which is expected to
occur within 12 months.
                                                                F-9
                               CENTALE, INC.
                      (A DEVELOPMENT STAGE COMPANY)

NOTES TO FINANCIAL STATEMENTS

Note G -Advisory Agreement

The Company entered into an agreement with Thaddeus A. Wier, Jr., a
majority stockholder, on   November 9, 2004.  The agreement grants
Wier the position of advisor to the Board of Directors and to the
Company's Chief Executive Officer and President.  A termination
agreement also dated November 9, 2004 (see note G-1) supersedes a
prior employment agreement between Wier and the Company dated February
11, 2004.  The Company will pay Wier a fee of $20,000 for each month
in the term of this agreement.  The fee will be due and payable on the
first business day of each calendar month, commencing on December 1,
2004.  In the event the Company fails to make any monthly payment due
within 10 days after written notice of default, the fee payable for
all months remaining in the term of the agreement shall become
immediately due and payable.  In addition, the Company will purchase a
universal life insurance policy on Wier's life, which will pay to the
beneficiaries designated by Wier, a death benefit of $1,000,000 in the
event of Wier's death.  The Company will pay all premiums on said
policy when due throughout the term of the agreement.  Wier is also
entitled to receive health, medical and disability benefits made
available to executive employees of the Company.  The Company shall
provide to Wier an automobile, including automobile insurance
coverage.  The vehicle will be limited to a cost, exclusive of
insurance costs, of $700 per month.  Wier will also be reimbursed for
all reasonable business expenses incurred.  The term of this agreement
commenced on November 9, 2004 and will terminate on October 31, 2006,
unless earlier terminated by either a 10 day written notice from Wier
or by the Company for reasonable cause.  In consideration of this
agreement, Wier agreed to a Covenant Not to Compete, subject to
specific conditions.

Note G-1 - Termination Agreement

The termination agreement between the Company and Wier took
effect on November 9, 2004 and terminated the existing
employment agreement between the parties.  Also on that date,
Wier resigned from his position on the Company's Board of
Directors, with certain conditions.  Upon the execution of this
agreement, the Company executed to Wier a demand promissory
note in the principal amount of $125,000 with interest at 8%
per annum.  The note represents salary and bonus accrued under
the employee agreement but unpaid.  Wier exercised his option,
detailed in section 2 (c) of the employee agreement, to convert
his $100,000 fee into one million shares of the Company's
common stock, effective on the effective date.  Section 3 (c)
of the employment agreement was eliminated and a provision was
added to the Warrant.  Wier was also granted certain
registration rights regarding a public sale by Wier of the
Company's common stock.  At March 31, 2005, the balance on the
demand promissory note was $25,000.

Note G-2 - Sales Agency Agreement

On November 9, 2004, the Company entered into an agreement
with Wier, (the agent), whereas the Company is engaged in the
business of developing and licensing Web-based desktop software
applications and the "agent" wishes to market the applications.
Wier will be compensated based on a percentage of gross revenue
defined as 10% during the term of the advisory agreement between
the Company and the Agent; 50% after termination of the Advisory
Agreement.
                                                                F-10

<PAGE>
                                CENTALE, INC.
                       (A DEVELOPMENT STAGE COMPANY)

                       NOTES TO FINANCIAL STATEMENTS

Note H - Employee Agreements

     Patrick T. Parker

     The Company entered into an agreement with Patrick T. Parker on
November 11, 2004.   The agreement granted Parker the position of
Chairman and Chief Executive Officer with assurance of compensation and
terms of employment.  Parker will be compensated $240,000 per year.  No
salary will accrue or be payable to Parker with respect to the first 90
days of service under this agreement, except that Parker will be paid
salary at his stated rate for any calendar month in those first 90 days
during which the Company realizes net income in excess of $50,000.
Salary will accrue from and after the 91st day after the effective date
and will be payable on the days when the salaries of other Company
employees are paid, which will be no less than once each month.  In
addition, Parker will receive income and revenue based bonuses in
accordance with the terms stated in the employee agreement.  The Company
will pay health insurance premiums not to exceed $700 per month and
disability/life insurance premiums subject to conditions stated within
the agreement.  Parker will be reimbursed for all reasonable business
expenses incurred.  On the effective date of this agreement, the Company
granted Parker 3,520,000 shares of restricted stock on the terms set
forth within the agreement.  The term of this agreement shall terminate
on October 31, 2007 unless earlier terminated by Parker or the Company
under certain restrictions as stated in the agreement.

     Juan Ferreira

     The Company entered into an agreement with Juan Ferreira on
November 10, 2004.  The agreement granted Ferreira the position of
President and Chief Financial Officer, and to provide Ferreira with
assurance of compensation and terms of employment.  Ferreira will be
compensated $90,000 per year.  In addition, Ferreira will receive sales
commissions based on commissions earned by employees of the Company.  On
the effective date of this agreement, the Company granted to Ferreira
900,000 shares of restricted stock on the terms set forth within the
agreement.  Ferreira will be reimbursed for all reasonable business
expenses incurred and the Company will provide an automobile allowance of
$700 per month.  The effective date of this agreement is the date that is
5 business days after the funding date.  The funding date is the date on
which the amount of capital contributed in cash to the Company after the
date of this agreement equals or exceeds $400,000.  The Company will give
Ferreira notice of the effective date on the funding date.  The term of
this agreement shall terminate on November 30, 2007 unless earlier
terminated by Ferreira or the Company under certain restrictions as
stated in the agreement.

Note I - Going Concern

The Company's financial statements have been presented on the basis
that it is a going concern, which contemplates the realization of
assets and the satisfaction of liabilities in the normal course of
business. The Company has reported net losses and an accumulated
deficit totaling $1,044,371 for the period from date of inception
(November 12, 1998) through March 31, 2005.

The Company's continued existence is dependent upon its ability to
raise capital or to successfully market and sell its products.  The
financial statements do not include any adjustments that might be
necessary should the Company be unable to continue as a going
concern.

The Company plans to raise working capital through equity offerings
and future profitable operations.

                                                                F-11
                               CENTALE, INC.
                       (A DEVELOPMENT STAGE COMPANY)

                       NOTES TO FINANCIAL STATEMENTS

Note J -Discontinued Operations

During 1999, the Company discontinued its operations of renting
real estate to health facilities. Condensed financial information
of the discontinued operations is as follows:


                                    Period From Date of
                                         Inception
                                    (November 12, 1998)
                                          Through
                                       March 31, 2005
                                    -------------------
Revenue                                $       -
Expenses                                   5,628
                                         -------
Net Loss From Discontinued Operations      5,628
                                         -------
Assets Disposed                            5,858
Liabilities Discharged                         -
Loss on Disposal of Discontinued         -------
 Operations                            $   5,858
                                         =======

Note K - Operating Lease

The Company leased the premises at 6700 N. Andrews Avenue, Ft.
Lauderdale, Florida 33309, from an unrelated third party under a three
year operating lease commencing on January 11, 2005 through December
31, 2007.  The lease requires fixed monthly payments of $ 5,159.
Rental expense for the year ended March 31, 2005 was $15,019.

Future minimum lease payments for the years succeeding March 31,
2005 are as follows:
                       2006 - $ 63,762
                       2007 - $ 65,619
                                                                F-12
<PAGE>

                                SIGNATURES

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

                                   Centale, Inc.

                                   By: /s/ Patrick T. Parker
                                   ---------------------------
                                   Patrick T. Parker, Chief
                                    Executive Officer

      In accordance with the Exchange Act, this Report has been signed
below on June 28, 2005 by the following persons, on behalf of the
Registrant and in the capacities and on the dates indicated.

/s/ Patrick T. Parker
___________________________
Patrick T. Parker, Director,
Chief Executive Officer


/s/ Juan C. Ferreira
____________________________
Juan C. Ferreira, Director,
Chief Financial and Chief
Accounting Officer


/s/ Jon DeYoung
____________________________
Jon DeYoung, Director



_____________________________
Manjeet Dhariwal, Director


/s/ Kenneth Keller
_____________________________
Kenneth Keller, Director


/s/ Daniel T. Robbie
_____________________________
Daniel T. Robbie, Director



_____________________________
Bruce Gray, Director