SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549

                                 FORM 10-QSB/A


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

       For the quarterly period ended:  June 30, 2005

[ ]    Transition Report Under Section 13 or 15(d) of the Exchange Act.


                      Commission File Number:  333-102687


                           VISTA CONTINENTAL CORPORATION
       -----------------------------------------------------------------
       (Exact name of small business issuer as specified in its charter)



                   Delaware                               72-0510027
---------------------------------------------- ---------------------------------
(State or other jurisdiction of incorporation) (IRS Employer Identification No.)



                 6600 W. Charleston Blvd. #117, Las Vegas, NV	   89146
		 --------------------------------------------	----------
		   (Address of principal executive offices)	(Zip Code)



      Registrant's telephone number, including area code:  (702)-228-2077


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  for 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

State  the  number  of  shares  outstanding of each of the issuer's classes  of
common equity, as of the last practicable  date:   As  of  August  1, 2005, the
Issuer had issued and outstanding 89,296,992 shares of common stock $.001.

[The following amendment revises previously  filed  10-QSB  for  the  quarterly
period ended June 30, 2005 to  reflect  that  Mr.  Alberto  Docouto  is  not  a
majority   shareholder  based  upon  the  Company's  in  depth  review  of  its
shareholders' list and write-off of the Company's Investment  in  Miranda  I
as of June 30, 2005]


                               TABLE OF CONTENTS


									Page No

PART I - FINANCIAL INFORMATION...........................................   3

Item 1.  Financial Statements............................................ 3-5

         Balance Sheets..................................................   3

         Statements of Operations
	 (three months ended June 30, 2005 and 2004).....................   4

         Statements of Cash Flows
	 (three months ended June 30, 2005 and 2004).....................   5

Notes to Financial Statements............................................ 6-11

Item 2.  Management's Discussion And Plan Of Operations..................12-23

Item 3.  Controls and Procedures  .......................................   23

PART II - OTHER INFORMATION..............................................

Item 1.  Legal Proceedings...............................................   24

Item 2.  Changes in Securities...........................................   24

Item 3.  Defaults Upon Senior Securities.................................   25

Item 4.  Submission of Matters to a Vote of Security Holders.............   25

Item 5.  Other Information...............................................   25

Item 6.  Exhibits & Reports on Form 8-K..................................   25

SIGNATURES...............................................................   26






PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

                         VISTA CONTINENTAL CORPORATION
                        (AN EXPLORATION STAGE COMPANY)
                                 BALANCE SHEET
                                  (UNAUDITED)


<TABLE>
<CAPTION>

							 June 30, 2005
							  (Unaudited)
							---------------
<S>							<C>

ASSETS

Current assets
   Cash			 				$	    353
   Prepaid expenses			     	     		 63,757
	Total current assets		     	     		 64,110

Property and equipment, net		     	     		 86,309
Investment in Miranda I				 	 	     --
Mining concessions			     	     		 99,275
Deposits				      	      		  4,575
							---------------
Total assets				 		$   	254,270
							===============
LIABILITIES AND STOCKHOLDERS' DEFICIT

Current liabilities
   Accounts payable			 		$    	 89,399
   Accrued expenses and other liabilities	    		304,561
   Loan from related party			    		417,814
							---------------
	Total current liabilities		    		811,774
							---------------
Long-term liabilities
   Loan from related party			    		804,338
							---------------
	Total liabilities		 	    		811,774

Minority interest				  	      4,794,144


Stockholders' deficit
   Common stock; $.001 par value;
     145,000,000 shares	authorized,
     89,296,992 shares issued and
     outstanding		 89,296
   Additional paid-in capital			 	     11,189,610
   Accumulated deficit			 		    (17,434,892)
							---------------
	Total stockholders' deficit		 	     (5,133,559)
							---------------
	Total liabilities and stockholders' deficit	$	254,270
							===============


                See Accompanying Notes to Financial Statements

</TABLE>

<PAGE> 3

                         			 VISTA CONTINENTAL CORPRATION
                        			(AN EXPLORATION STAGE COMPANY)
                           			   STATEMENTS OF OPERATIONS
                                  			  (UNAUDITED)


<TABLE>
<CAPTION>

					For the three 	 	For the three		For the nine 		For the nine
					months ended		months ended		months ended		months ended
					June 30, 2005		June 30, 2004		June 30, 2005		June 30, 2004
					-------------		-------------		-------------		-------------
<S>					<C>				<C>		<C>			<C>

Revenue				 	$	   -- 		$	   -- 		$	   -- 		$	   --

Operating expenses
   Mining exploration expenses			8,142	 		2,739	 	       90,464	 	       35,588
   Depreciation expense			       29,275	 	       43,172	 	      119,942	 	      201,762
   General and administrative		      402,077	 	      207,436	 	    1,238,620	 	      455,661
					-------------		-------------		-------------		-------------
	Total operating expenses	      439,494	 	      253,347 		    1,449,026 		      693,011
					-------------		-------------		-------------		-------------
	Loss from operations		     (439,494)		     (253,347)		   (1,449,026)		     (693,011)

Other income (expenses):
   Rental property expenses, net		    -	 	       (1,250)			    -	 	      (41,257)
   Other expense				    -	 		    - 			    -	 	       (3,785)
   Impairment loss on Investment in
     Miranda I				    1,022,427	 		    -	 	    1,022,427	 		    -
   Interest expense		 		    -	 		   96	 		    -	 		  (67)
   Gain (Loss) on sale of equipment		    - 		       			       10,000	 		    -
   Gain on sale of rental property		    -	 		    -	 		    - 		       55,905
   Unrealized loss on investment	     (276,401)			    -	 	     (552,671)			    -
					-------------		-------------		-------------		-------------
	Total other income (expenses)	   (1,298,828)		       (1,154)		   (1,565,098)		       10,796
					-------------		-------------		-------------		-------------
	Loss before provision for
	income taxes and minority
	interest			   (1,738,322)		     (254,501)		   (3,014,124)		     (682,215)
Provision for income taxes			   -- 			   --	 		   --	 		   --
					-------------		-------------		-------------		-------------
	Loss before minority interest	   (1,738,322)		     (254,501)		   (3,014,124)		     (682,215)

Loss applicable to minority interest	      429,366	 	       62,553	 	      744,489	 	      207,260
					-------------		-------------		-------------		-------------
Net loss			 	$  (1,561,496)		$    (191,948)		$  (2,522,175)		$    (474,955)
					=============		=============		=============		=============
Basic and diluted loss per common share	$	(0.02)		$	(0.00)		$	(0.03)		$	(0.01)
					=============		=============		=============		=============
Basic and diluted weighted average
	common shares outstanding	   89,296,922 		   45,239,543 		   84,572,157 		   45,239,543
					=============		=============		=============		=============

                			See Accompanying Notes to Financial Statements

</TABLE>


<PAGE> 4

                         		VISTA CONTINENTAL CORPRATION
                        	       (AN EXPLORATION STAGE COMPANY)
                           		  STATEMENTS OF OPERATIONS
                                  		 (UNAUDITED)


<TABLE>
<CAPTION>

								For the nine  		For the nine
								months ended		months ended
								June 30, 2005		June 30, 2004
								-------------		-------------
<S>								<C>			<C>

Cash flows from operating activities:
   Net loss						 	$  (1,499,748)		$    (474,957)
   Adjustments to reconcile net loss to
     net cash used by operating activities:
	Stock based compensation				      799,214		 	    -
	Depreciation						      119,942	 	      201,762
	Impairment loss on investment in Miranda I		    1,022,427		 	    -
	Change in minority interest from operations		     (491,949)			    -
	Gain on disposal of assets				      (10,000)			    -
	Gain on sale of rental properties				    -	 	     (202,506)
	Unrealized loss on investment				      463,500
   Changes in operating assets and liabilities:				    -
	Change in prepaid expenses				      (62,623)			2,261
	Stockbased prepaid expenses				       63,235
	Change in deposit						    -	 		1,163
	Change in accounts payable				       43,223	 	     (197,202)
	Change in accrued expenses and other liabilities	      123,322	 	       (2,670)
	Change in minority interest					    -	   	     (207,255)
								-------------		-------------
		Net cash used by operating activities		      570,543	 	     (879,404)

Cash flows from investing activities:
   Proceeds from sale of fixed assets				       10,000		 	    -
   Proceeds from sale of rental properties				    -	   	      332,000
								-------------		-------------
		Net cash used by investing activities		       10,000	 	      332,000

Cash flows from financing activities:
   Increase (Decrease) in loan from related party		      419,314	 	      569,321
   Proceeds from sale of stock					          400
								-------------		-------------
		Net cash provided by financing activities 	      419,714	 	      569,321

Net increase in cash						    1,000,257	 	       21,917

Cash, beginning of period					       22,523	 	       26,419
								-------------		-------------
Cash, end of period					   	$   1,022,780 		$      48,336
								=============		=============
Supplementary cash flow information:
   Cash payments for interest				   	$	   -- 		$	   67
								=============		=============


                See Accompanying Notes to Financial Statements

</TABLE>


<PAGE> 5

                        VISTA CONTINENTAL CORPORATION
                        (AN EXPLORATORY STAGE COMPANY)
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



1. BASIS OF PRESENTATION

The   accompanying   unaudited  financial  statements  have  been  prepared  in
accordance with Securities  and  Exchange  Commission  requirements for interim
financial statements. Therefore, they do not include all of the information and
footnotes required by accounting principles generally accepted  in  the  United
States  for  complete financial statements. The financial statements should  be
read in conjunction  with the Form 10-KSB for the year ended September 30, 2004
of Vista Continental Corporation (the "Company").

The interim financial  statements  present  the  balance  sheet,  statements of
operations  and  cash  flows  of  Vista  Continental Corporation. The financial
statements  have  been  prepared  in  accordance   with  accounting  principles
generally accepted in the United States.

The interim financial information is unaudited. In the  opinion  of management,
all adjustments necessary to present fairly the financial position  as  of June
30,  2005  and  the  results of operations and cash flows presented herein have
been included in the financial  statements. Interim results are not necessarily
indicative of results of operations for the full year.

The  preparation  of  financial  statements   in   conformity  with  accounting
principles generally accepted in the United States 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 could differ from those estimates.

2. GOING CONCERN

Going  concern  -  The  Company incurred cumulative net losses of approximately
$16,412,465 from operations  as  of  June  30,  2005  and has not commenced its
mining operations, rather, still in the exploratory stages, raising substantial
doubt about the Company's ability to continue as a going  concern.  The Company
plans  to continue its exploratory and drilling endeavors.   The  Company  will
seek additional  sources  of  capital  through  the  issuance of debt or equity
financing,  but  there can be no assurance the Company will  be  successful  in
accomplishing its objectives.

The ability of the  Company  to  continue  as  a  going concern is dependent on
additional  sources  of  capital and the success of the  Company's  plan.   The
financial statements do not  include any adjustments that might be necessary if
the Company is unable to continue as a going concern.

3. LOAN FROM RELATED PARTY

A stockholder of the Company,  Alberto Docouto, through an entity controlled by
him, West Nevada Precious Metals  Corp.,  has advanced cash to the Company over
time,  from  time to  time.  As  a  result  of  such  advances, advances   from
stockholder total $1,200,732 at June 30, 2005, which are unsecured, of which
$396,394 is not part of a demand note and $804,338 is due at November
17, 2009 and  bears 5% interest.

The Company's principal accounting officer had advanced $7,420  as of  June 30,
2005.  The amount is unsecured, due on demand and bears no interest.

A  stockholder  of the company had advanced $14,000 as  of June 30, 2005.  The
amount is unsecured, due on demand and bears no interest.

<PAGE> 6


                        VISTA CONTINENTAL CORPORATION
                        (AN EXPLORATORY STAGE COMPANY)
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)



4. LITIGATION

On  April 9, 2002, the Company entered into a Reorganization and Stock Purchase
Agreement  with VCC Nevada, for the purpose of acquiring 100% of the issued and
outstanding  shares  of  VCC Nevada (the "Agreement"). The Agreement designates
the parties to the Agreement  as  follows:  the  Company, then known as Century
Laboratories, Inc. ("Century"), the Shareholders of  Century who are or will be
the owners of or otherwise represent at least Fifty-One  Percent  (51%)  of all
the  issued and outstanding shares of common stock (the "Century Stockholders")
and VCC  Nevada.  Pursuant  to  the  Agreement,  the Company was to exchange an
aggregate number of 39,837,355 newly issued shares  of  the Company's $.001 par
value  common  stock  (the  "Company  Shares") on a one-for-one  basis  to  the
shareholders of VCC Nevada for 100% of the issued and outstanding shares of VCC
Nevada or an aggregate 39,837,355 shares  of  common stock, $.001 par value per
share of VCC Nevada (the "Nevada Stock"). The Agreement  was  signed  by Robert
Bryan,  the  president  of  Century  at  that  time, Bryan Design, the majority
shareholder of Century at that time and Lawrence  Nash,  the  president  of VCC
Nevada.  The  Agreement  was  also  signed  by Tamer's Management Ltd., the 75%
shareholder of VCC Nevada. A copy of the Agreement is attached as an exhibit to
the  Company's  current  report  on  Form 8-K, dated  June  12,  2002,  and  is
incorporated herein by reference.

As set forth above, the Company previously  reported  that on June 6, 2002, the
Company Shares were issued to the shareholders of VCC Nevada  in  exchange  for
the Nevada Stock, in reliance on Section 4(2) of the Securities Act of 1933, as
amended  (the  "Securities  Act"),  and  that  VCC Nevada became a wholly owned
subsidiary  of  the  Company. During the third quarter  of  2003,  the  Company
discovered that the shares of the Company were never issued to the shareholders
of VCC Nevada in exchange  for  the Nevada Stock, and that VCC Nevada may never
have become a wholly owned subsidiary of the Company.

On June 6, 2002, the Nevada Stock  was owned by approximately 400 shareholders.
Due to the large number of VCC Nevada  shareholders,  the Company believes that
the exemption from registration provided by Section 4(2) of the Securities Act,
relied upon by the Company in entering the Agreement, was not available for the
issuance  of  the  Shares  in exchange for the Nevada Stock.  Accordingly,  the
Company  believes that the Company  cannot  legally  complete  the  transaction
contemplated  by  the  Agreement  without  first  registering the shares of the
Company  to be issued to the shareholders of VCC Nevada  in  exchange  for  the
remaining  shares  of  VCC  Nevada.  In  this  regard  we note that no offer or
solicitation  was  made  to any shareholders of VCC Nevada  to  exchange  their
shares for the Company Shares.

At this time, the Company  is  consulting with legal counsel on how to proceed.
This filing reflects the possible  position  that since Tamer's Management Ltd.
signed the Agreement, Tamer's Management Ltd.  was  bound  by the Agreement and
effectively  exchanged  its  shares  of VCC Nevada for shares of  the  Company.
Therefore, this filing reflects the position  that  as  of  June  6,  2002, the
Company  did  acquire  approximately  75% of VCC Nevada from Tamer's Management
Ltd. in exchange for 30,000,000 shares  of  the  Company and that the remaining
25%  of  VCC Nevada is currently owned by the other  400  shareholders  of  VCC
Nevada. However,  counsel  has  informed  the  Company  that  another  possible
position  the  Company  may  take would be that no VCC shares can be exchanged,
including Tamer's Management Ltd's  exchange  with  the Company, until a proper
registration has been completed.  Were this position adopted, all of the assets
and properties currently owned by VCC would not be the  property of the Company
and the prior filings and financial statements would need  to  be  amended.  In
order  to  comply  with  applicable securities regulations and to complete  the
acquisition of VCC Nevada,  the  Company plans to file a registration statement
with the Securities and Exchange Commission  (the "Commission") to register the
Shares to be issued to the remaining shareholders of VCC Nevada in exchange for
the remaining issued and outstanding shares of  VCC  Nevada,  or  in the second
scenario,  to  register all VCC Nevada shareholder's shares, including  Tamer's
Management Ltd shares, for exchange.

<PAGE> 7

                        VISTA CONTINENTAL CORPORATION
                        (AN EXPLORATORY STAGE COMPANY)
                  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                 (UNAUDITED)

In connection with  the  above issues, the Company has been in contact with the
Commission in an attempt to  have the Commission approve the Company's proposed
plan  of  corrective action. To  date  the  Commission  has  not  accepted  the
Company's position nor advised the Company whether or not the Company's plan of
corrective action will or will not be approved by the Commission.

As a result  of  the above, the Company may be exposed to potential liabilities
in connection with  the  Reorganization and Stock Purchase Agreement, including
but not limited to a violation  of  Section  5  of  the Securities Act of 1933.
Additionally, certain issues exist with respect to the  status of the Company's
ownership  of  VCC Nevada. See Risk Factors disclosed in the  Company's  Annual
Report on Form 10-KSB  for  the  year  ended  September  30,  2004,  which  are
expressly incorporated herein by reference.

In  December  2002,  Vista  issued  29,630  shares  of common stock to settle a
lawsuit. The shares were valued at $1.44 per share or $42,667.

On or about April 1, 2003, a lawsuit was filed in the US District Court for the
Southern District of New York entitled: Deborah Donoghue  v.  Vista Continental
Corporation and Alberto DoCouto v. Lance N. Kerr Law Office, Lance  N. Kerr And
David Lilly, and assigned Civil Case Number: 03-CV-2281. The complaint  alleges
that Mr. DoCouto is a ten percent (10%) shareholder of the Company and that  he
purchased and sold or sold and purchased securities of the Company within a six
(6)  month  period in violation of the "short swing trade" rules under Sections
16(b) of the  Securities  and  Exchange  Act  of  1934.  If  the  plaintiff  is
successful,  Mr.  DoCouto will have to pay to the Company any profits generated
by transactions that  violated  Section  16(b).  Mr.  DoCouto  has  advised the
Company  that  such  allegations  arise  out of erroneously filed Form 4's  and
Schedule 13D's filed on Mr. DoCouto's behalf  and  that such filings have since
been  amended and that Mr. DoCouto intends to vigorously  defend  the  lawsuit.
This lawsuit  is  not  anticipated  to  have a material effect on the assets or
business of the Company.

5. STOCKHOLDER'S EQUITY

During  the  six  months ended June 30, 2005,  the  Company  issued  stock  for
services as follows:

   1,000,000 shares  of  common  stock  issued  at $0.10 per share for services
   valued at $100,000.

   294,116 shares of common stock issued at $0.10 per share for services valued
   at $29,411.

   2,600,000  shares of common stock issued at $0.10  per  share  for  services
   valued at $260,000.

   3,333,333 shares  of  common  stock  issued  at $0.06 per share for services
   valued at $200,000.

6. INVESTMENT IN MIRANDA I AND OTHER RELATED EVENTS

 VISTA CONTINENTAL CORPORATION VS. ALBERTO DOCOUTO, MIRANDA III MINING
(GUYANA) INC., AND MIRANDA I MINING (GUYANA) INC.

 On  September  21, 2005, a lawsuit was filed  in  Nevada,  Clark  County
District Court, Eighth  Judicial  District  .  Vista Continental Corporation, a
Delaware Corporation vs. Alberto DoCouto, an  individual,  Miranda  III Mining,
(Guyana)  Inc.,  a  Foreign  corporation,  Miranda  I Mining, (Guyana) Inc.,  a
Foreign  corporation,  DOES  I  through X, inclusive and  ROE  Corporations  XI
through  XX,  inclusive  and  assigned   Civil   Case   Number:   A510417  (the
"Litigation").

<PAGE> 8


 The  Litigation  entails  the  following allegations: On June 30,  2004,
Vista  Continental  Corporation  ("Vista")   entered  into  an  asset  purchase
agreement  with Miranda Mining III (Guyana) Inc.,  a  corporation  incorporated
under  the  Companies  Act  of  Guyana ("Miranda III") whereby Vista agreed  to
purchase from Miranda III 4,000 shares  of  the  issued and outstanding capital
stock of Miranda Mining I (Guyana) Inc., a corporation  incorporated  under the
Companies  Act  of  Guyana  (Miranda  I). The 4,000 shares of capital stock  of
Miranda I owned by Miranda III represented  a 40% equity  interest  in  Miranda
I.  The  purchase  price  for the assets was 36,000,000  restricted  shares  of
Vista's  common stock, $.001  par  value.  In  July  of  2005,  Vista  received
correspondence  from certain parties in Guyana as asserting that Miranda I  was
in breach of contract in  regards  to  certain  claims  and  assets  that  were
allegedly purchased by Miranda  I  prior  to  the  June  30,  2004, which Vista
contends  violates  the  representations  and warranties of the  asset purchase
agreement.  This has called  into  question  whether  Miranda  I  actually  had
full legal ownership  of the assets it  claimed to own at the time of the asset
purchase agreement.   Vista Continental  Corporation has brought claims against
the defendants   including    breach  of  contract  and  fraudulent/intentional
misrepresentation in regards  to  the representation made in the asset purchase
agreement and is seeking judicial relief.  At this time, Vista does not believe
it has any assets or claims in Guyana and has  no  plans  to  pursue  any  such
claims.   As  a  result, management has written off its investment in Maranda I
totaling $1,022,427 as an impairment of asset as of June 30, 2005.

 Vista  has  also   alleged  intentional  interference  with  contractual
relations and intentional interference  with  prospective economic advantage in
regards to certain actions by Mr. Docouto against Vista's corporate governance,
financial plans and operations.

On  Sept  21,  2005, the court ordered that a temporary  restraining  order  be
placed on Mr. Docouto  to  prevent  him  from  1) interfering with the business
operations of Vista, 2) holding himself out as an  Officer  or  Director of the
Board  of  Directors  of  Vista,  3) communicating with third parties  or  hold
himself out as an authorized representative  of  Vista, 4) being present at the
Vista  Corporate  Headquarters  without prior written  notice  and  consent  of
Vista's  President  and Board of Directors,  5)  publishing  any  statement  or
representation on behalf  of Vista to any third party including but not limited
to third parties with which Vista has a business relationship, as well as other
prohibitions. (See Exhibit 99.1.)

Vista,  in  turn, was also required  to  refrain  from  making  any  defamatory
ststements against Docouto and from removing or destroying any documents.

 On September  26,  2005 the court ordered that a prelimary injunction be
placed against Mr. Docouto  carrying  essentially  the  same  provisons  as the
Temporary  Restraining  Order  of  September  21,  2005,  with  the  additional
provisions that Mr. Docouto not 1) contact any board members, officers, agents,
servants, employees, shareholders of Vista pending this litigation and that Mr.
Docouto  and  Vista  Continental  Corporation  2)  not  make   or  publish  any
disparaging remarks about the other party to the litigation. (See Exhibit 99.2)

<PAGE> 9


 On  November  22,  2005  it  was  found and ordered by the Court that 1)
Docouto has publicly filed docouments with the Delaware Secretary of State, the
Nevada  Secretary  of State, and the Securities  and  Exchange  Commission,  in
violation of the Injunction,  2)  Docouto  has  represented himself as the sole
Director  of  Vista  to  Signature Stock Transfer Agent,  and  interfered  with
Vista's business, also in  violation  of  the  Injunction,  3)  Docouto removed
funds  in  the  amount  of  $85,000.00  from  the Vista bank account,  also  in
violation  of  the Injunction, 4) the Order for Preliminary  Injunction  should
remain in full force  and  effect  and binding on both Parties, 5)  Docouto has
been held in contempt of court and subject  to  sanctions  to be determined and
imposed  by  the Court at the status hearing of December 6, 2005,  6)   Docouto
shall take any  and  all actions necessary to return Vista to the status quo by
correcting all statements,  filings,  representations  and  acts  committed  in
violation of the Injunction. (See Exhibit 99.3).

On  December  6, 2005 the Court ordered that 1.) Vista post a $500,000.00 bond,
2.) Dec. 15 be set for a status check and censure of Mr. Docouto related to the
finding of the  court  that  Mr. Docouto had been held in contempt.(See Exhibit
99.4)


 COUNTER CLAIM VS. VISTA  CONTINENTAL  CORPORATION,  LAWRENCE  NASH,  AND
ASHAK RUSTOM

On  October  31,  2005,  a  Counter  Claim was filed by Docouto  and additional
parties  West Nevada Precious Metals Corporation , a Nevada Corporation, Tamers
Management, Ltd., Miranda I Mining and  Miranda  II Mining, counterclaimants in
the  same  proceeding,  ,  vs.  Vista  Continental  Corporation,   a   Delaware
Corporation, Lawrence Nash and Ashak Rustom.

The basis of the counterclaim against Vista is for demand of a promissory note.
The  amount  demanded  is  $1,125,732.  It  is  Vista's  position that the note
demanded   is   not   due  until  2009  and  said  action  is  not  ripe.   The
counterclaimants also allege  that  Lawrence  Nash and Ashak Rustom have domain
and control over assignment documents related to  the  note and have refused to
furnish such documents.  Vista believes these claims to  be  without  merit and
will rigorously defend against these claims.

Docouto  has  also  alleged  that  himself and companies under his control were
unlawfully  evicted  from the Vista offices  and  claims  damages  of  $500,000
against  Nash and Rustom.  The  counterclaimant  has  also  alleged  breach  of
fiduciary  duty against Nash and Rustom and has asked for damages in the amount
in excess of $3,000,000. Vista's management believes said claims are completely
without merit and will rigorously defend these claims.

The counterclaimants  also  seek  declaratory relief to declare that Docouto is
the majority shareholder of Vista,  and  that  Nash  and  Rustom  be removed as
officers  and  director and of Vista. The counterclaimants have also  requested
that Nash and Rustom be prohibited from directing Vista to issue new stock.

A hearing to determine Docouto's shareholder status is set for March of 2006.


<PAGE> 10

Vista and its management  believe  all claims are wholly and completely without
merit and believes they will successfully defend all claims.

 RESCISSION OF PREVIOUS FILINGS

The following filings are hereby rescinded  in  their  entirety.  The following
filings were made without knowledge of Vista Continental Corporation  and  have
been ordered by the court to be properly rescinded. (See Exhibit 99.3)
8K filed on 10/26/05 PRE 14C filed on 10/26/05, 8K/A filed on 11/03/05, DEF 14C
filed  on  11/15/05. These filings were all made by Mr. Docouto and discuss the
dismissal of  all  Vista  board  members  and  officers and the election of new
officers  and  directors.  Vista contends that Mr.  Docouto  does  not  have  a
majority ownership in Vista  and  lacked  the requisite ability or authority to
make these filings. Without ruling  on  Docouto's shareholder status, the court
ordered that  Docouto shall take any  and all actions necessary to return
Vista to the status quo by correcting all statements,  filings, representations
and acts, as they were committed in violation of the Injunction.

 INFORMATION ON FILINGS


 Mr.  Docouto  or  his agent on 10/26/05 filed an 8K  on  behalf  of  the
corporation, which was found  to be in violation of the court order prohibiting
him for interfering in the business  of  Vista  or  holding  himself  out as an
officer or director.

On  11/15/05  Mr.  Docouto  filed a 14C report with the Securities and Exchange
Commission. This 14C was also in violation of the court order as not authorized
by  the Company and yet was also  distributed  by  Docouto  by  U.S.  mail   to
shareholders of record of Vista Delaware.

 On  11/23/05, based on information and belief, Mr. Docouto filed the DEF
14C in which  he claims to use his voting power to reelect the Board members in
an effort to appease  the  court.  Vista  contends  that the officers and board
members  have  retained  their  positions throughout, and  that  Mr.  Docouto's
actions were not valid. Mr. Docouto  is  not  now  and  was  not at the time of
filing, either an officer or director of the Company, nor authorized to act for
the  company  in  any  capacity.  The aforementioned filings were not  made  by
Vista's  management.  Any  person  relying  on  or  using  in  any  manner  the
information in the aforementioned filings in making an investment decision with
respect to the common stock of the Registrant  or for any other purpose does so
at his, her or its own risk.

 On December 6, 2005, Vista Continental Corporation  received a letter of
resignation from Mr. Howard Rubinoff, resigning  from his position as Corporate
Secretary. The company is currently considering  suitable candidates to replace
Mr. Rubinoff and in the interim the position is being held by Mr. Ashak Rustom,
Director and Accounting Principal.

The current executive and directors are:

Dr. Lawrence Nash	  Chief Executive Officer and President
Ashak Rustom              Accounting Principal, Secretary

Directors:

Ashak Rustom
V. Takao Nishimura
Dr. Steve Hegedus
Richard Smythe Phd.




<PAGE> 11


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
-------------------------------------------------------------------------------
This report contains forward-looking statements within  the  meaning of Section
27A  of  the Securities Act of 1933 and Section 21E of the Securities  Exchange
Act of 1934.  Actual  results  and  events  could  differ materially from those
projected,  anticipated, or implicit, in the forward-looking  statements  as  a
result of the  risk  factors set forth below and elsewhere in this report. With
the exception of historical  matters,  the matters discussed herein are forward
looking  statements  that  involve  risks  and  uncertainties.  Forward-looking
statements  include,  but  are not limited to,  the  date  of  introduction  or
completion of our products,  projections  concerning  operations  and available
cash  flow.  Our  actual  results  could  differ  materially  from  the results
discussed in such forward-looking statements.
-------------------------------------------------------------------------------

THE COMPANY

The  Company was originally formed as a Delaware corporation in 1958 under  the
name  Carrtone   Laboratories,  Inc.   The  Company  pursued  various  business
operations that ultimately  proved  unsuccessful.   Since 1958, the Company has
undergone a number of name changes and reorganizations.   Prior  to  June 2002,
the  Company  had  no  operations  and  was  a  shell corporation named Century
Laboratories, Inc. with its securities traded on  the Over-the-Counter Bulletin
Board  ("OTCBB").   On  April  9,  2002,  the Company, then  known  as  Century
Laboratories, Inc., entered into a Reorganization  and Stock Purchase Agreement
with Vista Continental Corporation, a privately owned  Nevada corporation ("VCC
Nevada"),  for  the  purpose  of acquiring 100% of the issued  and  outstanding
shares of VCC Nevada.  At that  time,  VCC  Nevada was engaged in exploring and
developing certain mining claims.  In a current  report on Form 8-K, dated June
12,  2002,  the  Company  disclosed that the transaction  contemplated  by  the
Reorganization and Stock Purchase  Agreement,  dated April 9, 2002, closed.  In
furtherance of the Agreement, Robert Bryan, the  sole  officer  and director of
the  Company  resigned  effective June 6, 2002, and the officers and  directors
designated by VCC Nevada assumed the positions as officers and directors of the
Company.  The Company's current  report  on  Form  8-K, dated June 12, 2002, is
incorporated herein by reference.

<PAGE>  12

Since  June  6,  2002,  the Company has been filing its  quarterly  and  annual
reports required by the Securities  Exchange  Act  of  1934,  as  amended  (the
"Exchange  Act") under the presumption that the transaction contemplated by the
Agreement had  closed.   However,  during the third quarter of 2003 the Company
learned that only one shareholder of  VCC  Nevada  committed  to  exchange  its
shares  of VCC Nevada common stock for shares of the Company's stock, by signed
the Agreement.   The  shareholder  of  VCC  Nevada, who executed the Agreement,
owned approximately 75% of VCC Nevada.  Accordingly, VCC Nevada is not a wholly
owned subsidiary of the Company.  The Company  owns  approximately  75%  of VCC
Nevada.    See   section   entitled  "The  Reorganization  and  Stock  Purchase
Agreement," below.

The Reorganization and Stock Purchase Agreement
-------------------------------------------------------------------------------

On April 9, 2002, the Company  entered into a Reorganization and Stock Purchase
Agreement with VCC Nevada, for the  purpose of acquiring 100% of the issued and
outstanding shares of VCC Nevada (the  "Agreement").   The Agreement designates
the parties to the Agreement as follows:  the Company, then  known  as  Century
Laboratories, Inc. ("Century"), the Shareholders of Century who are or will  be
the  owners  of  or otherwise represent at least Fifty-One Percent (51%) of all
the issued and outstanding  shares of common stock (the "Century Stockholders")
and VCC Nevada.  Pursuant to  the  Agreement,  the  Company  was to exchange an
aggregate number of 39,837,355 newly issued shares of the Company's  $.001  par
value  common  stock  (the  "Company  Shares")  on  a  one-for-one basis to the
shareholders of VCC Nevada for 100% of the issued and outstanding shares of VCC
Nevada or an aggregate 39,837,355 shares of common stock,  $.001  par value per
share of VCC Nevada (the "Nevada Stock").  The Agreement was signed  by  Robert
Bryan,  the  president  of  Century  at  that  time, Bryan Design, the majority
shareholder of Century at that time, and Lawrence  Nash,  the  president of VCC
Nevada.   The  Agreement  was also signed by Tamer's Management Ltd.,  the  75%
shareholder of VCC Nevada.   A  copy of the Agreement is hereby incorporated by
reference as Exhibit 2.1

As set forth above, the Company previously  reported  that on June 6, 2002, the
Company Shares were issued to the shareholders of VCC Nevada  in  exchange  for
the Nevada Stock, in reliance on Section 4(2) of the Securities Act of 1933, as
amended  (the  "Securities  Act"),  and  that  VCC Nevada became a wholly owned
subsidiary  of the Company.   During the third quarter  of  2003,  the  Company
discovered that the shares of the Company were never issued to the shareholders
of VCC Nevada  in  exchange  for  the  Nevada  Stock, and that VCC Nevada never
became a wholly owned subsidiary of the Company.

<PAGE> 13

On June 6, 2002, the Nevada Stock was owned by approximately  400 shareholders.
Due to the large number of VCC Nevada shareholders, the Company  believes  that
the exemption from registration provided by Section 4(2) of the Securities Act,
purportedly  relied  upon  by  the  Company  in entering the Agreement, was not
available  for the issuance of the Shares in exchange  for  the  Nevada  Stock.
Accordingly,  the Company believes that the Company cannot legally complete the
transaction contemplated  by the Agreement without first registering the shares
of the Company to be issued  to  the shareholders of VCC Nevada in exchange for
the remaining shares of VCC Nevada.   In  this  regard we note that no offer or
solicitation  was  made to any shareholders of VCC  Nevada  to  exchange  their
shares for the Company Shares.

At this time, the Company  is  consulting with legal counsel on how to proceed.
This filing reflects the possible  position  that since Tamer's Management Ltd.
signed the Agreement, Tamer's Management Ltd.  was  bound  by the Agreement and
effectively  exchanged  its  shares  of VCC Nevada for shares of  the  Company.
Therefore, this filing reflects the position  that  as  of  June  6,  2002, the
Company  did  acquire  approximately  75% of VCC Nevada from Tamer's Management
Ltd. in exchange for 30,000,000 shares  of  the  Company and that the remaining
25%  of  VCC Nevada is currently owned by the other  400  shareholders  of  VCC
Nevada. However,  counsel  has  informed  the  Company  that  another  possible
position  the  Company  may  take would be that no VCC shares can be exchanged,
including Tamer's Management Ltd's  exchange  with  the Company, until a proper
registration has been completed.  Were this position adopted, all of the assets
and properties currently owned by VCC would not be the  property of the Company
and the prior filings and financial statements would need  to  be  amended.  In
order  to  comply  with  applicable securities regulations and to complete  the
acquisition of VCC Nevada,  the  Company plans to file a registration statement
with the Securities and Exchange Commission  (the "Commission") to register the
Shares to be issued to the remaining shareholders of VCC Nevada in exchange for
the remaining issued and outstanding shares of  VCC  Nevada,  or  in the second
scenario,  to  register all VCC Nevada shareholder's shares, including  Tamer's
Management Ltd shares, for exchange.

In connection with  the  above issues, the Company has been in contact with the
Commission in an attempt to  have the Commission approve the Company's proposed
plan  of  corrective action. To  date  the  Commission  has  not  accepted  the
Company's position nor advised the Company whether or not the Company's plan of
corrective action will or will not be approved by the Commission.

As a result  of  the above, the Company may be exposed to potential liabilities
in connection with  the  Reorganization and Stock Purchase Agreement, including
but not limited to a violation  of Section 5 of the Securities Act of 1933. See
The Section entitled "Risk Factors," below.

Background of VCC Nevada Within the Last Five Years
-------------------------------------------------------------------------------

Alberto DoCouto, through Tamer's  Management  Ltd.,  was  the  founder  and 99%
shareholder  of  Quillabamba Mining, S.A.C., a Peruvian corporation on July  1,
1998. Quillabamba  Mining,  S.A.C. owns the rights to certain mining claims and
equipment located in Peru.  Thereafter, Tamer's Management Ltd. contributed its
99% interest in Quillabamba Mining,  S.A.C.  to  Vista  Continental Development
Corporation, a Nevada corporation, in exchange for 23,500,000  shares  of Vista
Continental Development Corporation.  Vista Continental Development Corporation
changed  its  name  to Vista Continental Corporation ("VCC Nevada") on December
16, 1999.  On April 9,  2002,  VCC  Nevada  entered into the Reorganization and
Stock Purchase Agreement with the Company as described above.


<PAGE> 14

Description of Business
-------------------------------------------------------------------------------

This section entitled Description of Business  describes  the  business  of the
Company's  partially  owned  subsidiary  VCC  Nevada  and  constitutes the only
business operations of the Company at this time.

We are a U.S.-based gold and other metals exploration and development  company.
Our  principal  assets are located in the Republic of Peru and the Republic  of
Guyana.  Through  our  99%  owned subsidiary, Quillabamba Mining, S.A.C, we own
three mining concessions located  in  central  Peru  located along the Urubamba
River.   Furthermore,  we  have  a  40%  equity  interest in Miranda  Mining  I
(Guyana), Inc.

VISTA CONTINENTAL CORPORATION VS. ALBERTO DOCOUTO, MIRANDA III MINING
(GUYANA) INC., AND MIRANDA I MINING (GUYANA) INC.

 On September 21,  2005,  a  lawsuit  was  filed  in Nevada, Clark County
District  Court, Eighth Judicial District .  Vista Continental  Corporation,  a
Delaware Corporation  vs.  Alberto  DoCouto, an individual, Miranda III Mining,
(Guyana)  Inc., a Foreign corporation,  Miranda  I  Mining,  (Guyana)  Inc.,  a
Foreign corporation,  DOES  I  through  X,  inclusive  and  ROE Corporations XI
through   XX,   inclusive   and  assigned  Civil  Case  Number:  A510417   (the
"Litigation").

 The Litigation entails  the  following  allegations:  On  June 30, 2004,
Vista   Continental  Corporation  ("Vista")  entered  into  an  asset  purchase
agreement   with  Miranda  Mining III (Guyana) Inc., a corporation incorporated
under the Companies Act of Guyana  ("Miranda  III")  whereby  Vista  agreed  to
purchase  from  Miranda  III 4,000 shares of the issued and outstanding capital
stock of Miranda Mining I  (Guyana)  Inc., a corporation incorporated under the
Companies Act of Guyana (Miranda I). The  4,000  shares  of  capital  stock  of
Miranda  I owned by Miranda III represented a 40% equity  interest  in  Miranda
I. The purchase  price  for  the  assets  was  36,000,000  restricted shares of
Vista's  common  stock,  $.001  par  value.  In  July  of 2005, Vista  received
correspondence  from certain parties in Guyana as asserting  that Miranda I was
in  breach  of  contract  in  regards  to  certain claims and assets  that were
allegedly purchased  by  Miranda  I  prior  to  the  June 30, 2004, which Vista
contends  violates  the  representations  and warranties  of the asset purchase
agreement.  This  has  called  into  question  whether Miranda I  actually  had
full  legal  ownership  of  the assets it claimed to  own  at  the  time of the
asset purchase agreement.  Vista  Continental  Corporation  has brought  claims
against  the defendants    including   breach   of   contract  and  fraudulent/
intentional misrepresentation  in  regards to the representation  made  in  the
asset purchase  agreement  and is seeking  judicial relief. At this time, Vista
does not believe it has any assets or claims in  Guyana  and  has  no  plans to
pursue any such claims.  As a result, management has written off its investment
in Maranda I totaling $1,022,427 as an impairment or asset as of June 30, 2005.

<PAGE> 15


 Vista   has  also  alleged  intentional  interference  with  contractual
relations and intentional  interference  with prospective economic advantage in
regards to certain actions by Mr. Docouto against Vista's corporate governance,
financial plans and operations.

On  Sept  21, 2005, the court ordered that a  temporary  restraining  order  be
placed on Mr.  Docouto  to  prevent  him  from 1) interfering with the business
operations of Vista, 2) holding himself out  as  an  Officer or Director of the
Board  of  Directors  of  Vista, 3) communicating with third  parties  or  hold
himself out as an authorized  representative  of Vista, 4) being present at the
Vista  Corporate  Headquarters  without prior written  notice  and  consent  of
Vista's  President  and Board of Directors,  5)  publishing  any  statement  or
representation on behalf  of Vista to any third party including but not limited
to third parties with which Vista has a business relationship, as well as other
prohibitions. (See Exhibit 99.1.)

Vista,  in  turn, was also required  to  refrain  from  making  any  defamatory
ststements against Docouto and from removing or destroying any documents.


 On September  26,  2005 the court ordered that a prelimary injunction be
placed against Mr. Docouto  carrying  essentially  the  same  provisons  as the
Temporary  Restraining  Order  of  September  21,  2005,  with  the  additional
provisions that Mr. Docouto not 1) contact any board members, officers, agents,
servants, employees, shareholders of Vista pending this litigation and that Mr.
Docouto  and  Vista  Continental  Corporation  2)  not  make   or  publish  any
disparaging remarks about the other party to the litigation. (See Exhibit 99.2)


 On  November  22,  2005  it  was  found and ordered by the Court that 1)
Docouto has publicly filed docouments with the Delaware Secretary of State, the
Nevada  Secretary  of State, and the Securities  and  Exchange  Commission,  in
violation of the Injunction,  2)  Docouto  has  represented himself as the sole
Director  of  Vista  to  Signature Stock Transfer Agent,  and  interfered  with
Vista's business, also in  violation  of  the  Injunction,  3)  Docouto removed
funds  in  the  amount  of  $85,000.00  from  the Vista bank account,  also  in
violation  of  the Injunction, 4) the Order for Preliminary  Injunction  should
remain in full force  and  effect  and binding on both Parties, 5)  Docouto has
been held in contempt of court and subject  to  sanctions  to be determined and
imposed  by  the Court at the status hearing of December 6, 2005,  6)   Docouto
shall take any  and  all actions necessary to return Vista to the status quo by
correcting all statements,  filings,  representations  and  acts  committed  in
violation of the Injunction. (See Exhibit 99.3).

On  December  6, 2005 the Court ordered that 1.) Vista post a $500,000.00 bond,
2.) Dec. 15 be set for a status check and censure of Mr. Docouto related to the
finding of the  court  that  Mr. Docouto had been held in contempt.(See Exhibit
99.4)

<PAGE> 16

 COUNTER CLAIM VS. VISTA  CONTINENTAL  CORPORATION,  LAWRENCE  NASH,  AND
ASHAK RUSTOM


On  October  31,  2005,  a  Counter  Claim was filed by Docouto  and additional
parties  West Nevada Precious Metals Corporation , a Nevada Corporation, Tamers
Management, Ltd., Miranda I Mining and  Miranda  II Mining, counterclaimants in
the  same  proceeding,  ,  vs.  Vista  Continental  Corporation,   a   Delaware
Corporation, Lawrence Nash and Ashak Rustom.

The basis of the counterclaim against Vista is for demand of a promissory note.
The  amount  demanded  is  $1,125,732.  It  is  Vista's  position that the note
demanded   is   not   due  until  2009  and  said  action  is  not  ripe.   The
counterclaimants also allege  that  Lawrence  Nash and Ashak Rustom have domain
and control over assignment documents related to  the  note and have refused to
furnish such documents.  Vista believes these claims to  be  without  merit and
will rigorously defend against these claims.

Docouto  has  also  alleged  that  himself and companies under his control were
unlawfully  evicted  from the Vista offices  and  claims  damages  of  $500,000
against  Nash and Rustom.  The  counterclaimant  has  also  alleged  breach  of
fiduciary  duty against Nash and Rustom and has asked for damages in the amount
in excess of $3,000,000. Vista's management believes said claims are completely
without merit and will rigorously defend these claims.

The counterclaimants  also  seek  declaratory relief to declare that Docouto is
the majority shareholder of Vista,  and  that  Nash  and  Rustom  be removed as
officers  and  director and of Vista. The counterclaimants have also  requested
that Nash and Rustom be prohibited from directing Vista to issue new stock.

A hearing to determine Docouto's shareholder status is set for March of 2006.

Vista and its management  believe  all claims are wholly and completely without
merit and believes they will successfully defend all claims.

 RESCISSION OF PREVIOUS FILINGS

The following filings are hereby rescinded  in  their  entirety.  The following
filings were made without knowledge of Vista Continental Corporation  and  have
been ordered by the court to be properly rescinded. (See Exhibit 99.3)
8K filed on 10/26/05 PRE 14C filed on 10/26/05, 8K/A filed on 11/03/05, DEF 14C
filed  on  11/15/05. These filings were all made by Mr. Docouto and discuss the
dismissal of  all  Vista  board  members  and  officers and the election of new
officers  and  directors.  Vista contends that Mr.  Docouto  does  not  have  a
majority ownership in Vista  and  lacked  the requisite ability or authority to
make these filings. Without ruling  on  Docouto's shareholder status, the court
ordered that  Docouto shall take any  and all actions necessary to return
Vista to the status quo by correcting all statements,  filings, representations
and acts, as they were committed in violation of the Injunction.

<PAGE> 17


 INFORMATION ON FILINGS


 Mr.  Docouto  or  his agent on 10/26/05 filed an 8K  on  behalf  of  the
corporation, which was found  to be in violation of the court order prohibiting
him for interfering in the business  of  Vista  or  holding  himself  out as an
officer or director.

On  11/15/05  Mr.  Docouto  filed a 14C report with the Securities and Exchange
Commission. This 14C was also in violation of the court order as not authorized
by  the Company and yet was also  distributed  by  Docouto  by  U.S.  mail   to
shareholders of record of Vista Delaware.

 On  11/23/05, based on information and belief, Mr. Docouto filed the DEF
14C in which  he claims to use his voting power to reelect the Board members in
an effort to appease  the  court.  Vista  contends  that the officers and board
members  have  retained  their  positions throughout, and  that  Mr.  Docouto's
actions were not valid. Mr. Docouto  is  not  now  and  was  not at the time of
filing, either an officer or director of the Company, nor authorized to act for
the  company  in  any  capacity.  The aforementioned filings were not  made  by
Vista's  management.  Any  person  relying  on  or  using  in  any  manner  the
information in the aforementioned filings in making an investment decision with
respect to the common stock of the Registrant  or for any other purpose does so
at his, her or its own risk.

 On December 6, 2005, Vista Continental Corporation  received a letter of
resignation from Mr. Howard Rubinoff, resigning  from his position as Corporate
Secretary. The company is currently considering  suitable candidates to replace
Mr. Rubinoff and in the interim the position is being held by Mr. Ashak Rustom,
Director and Accounting Principal.

The current executive and directors are:

Dr. Lawrence Nash   Chief Executive Officer and President
Ashak Rustom              Accounting Principal, Secretary

Directors:

Ashak Rustom
V. Takao Nishimura
Dr. Steve Hegedus
Richard Smythe Phd.


<PAGE> 18

PERUVIAN OPERATIONS

Past Activities
-------------------------------------------------------------------------------

On August 15, 2002, we announced signing a contract  with  Ruen  Drilling Int.,
Inc.  Sucursal  Del  Peru,  an international drilling contractor, to begin  the
comprehensive first-stage drilling  program.   This  program  was  started  and
completed  in  November  2002.  This program was designed to test both types of
gravel deposits on our concessions.   During  this program, we drilled 28 holes
in  total  at  varying  depths,  depending on when the  drill  rig  encountered
bedrock.  Samples were obtained from the drill every 1.5 meters.  These samples
were prepared by our employees for  assay  at  our  on  site sample preparation
facility  and  a  portion  of  the  sample  was then sent to independent  assay
laboratories for analysis.  The two laboratories  we  used  were CIMM Peru S.A.
and  ALS  Chemex  in  Vancouver.  Gold values were determined via  amalgamation
methods.  A summary of the program and its results in our currently held claims
are as follows.

Palma Real West
-------------------------------------------------------------------------------

Eight holes were drilled  in  this  area,  an  active  floodplain  located five
kilometers west of the village of Palma Real.  Bedrock was encountered  at very
deep  levels,  over 50 meters, indicating the potential for much larger volumes
of gravel than originally  assumed.  Hole  5  encountered  a  significant  gold
intercept  at  a  depth  of  25 meters.  This intercept assayed at 12,000 mg/m3
(milligrams per cubic meter) substantially higher than the breakeven gold grade
calculated by Acres International  in  their  report.   Further intercepts were
encountered in this hole near the surface that assayed at 650 mg/m3.  This hole
was at the western edge of the planned drill pattern and  a  large  area to the
west  is  still unevaluated at this point in time.  There is no assurance  that
similar test  results  will  be  encountered  further to the west in this area.
Despite the test results, there can be no assurance  that  the  Company will be
able  to  develop  and  mine  this  area or that the Company will generate  any
revenues from this area.

Palma Real East
-------------------------------------------------------------------------------

Seven  holes  were  drilled  in  this  area,   an   active  floodplain  located
approximately  three  kilometers  east  of  the  village  of  Palma  Real,  and
approximately  15 kilometers downstream from the camp and processing  facility.
Bedrock was encountered  at  a  depth of approximately 52 meters indicating the
potential for larger volumes of gravels  than originally assumed.  Near surface
gold intercepts were encountered in five of the seven holes.  Hole 3 returned a
gold intercept of 1,260 mg/m3 at a depth of approximately ten meters and Hole 4
returned a gold intercept 2,033 mg/M3 at a  depth  of  approximately  4 meters.
Despite  the  test results, there can be no assurance that the Company will  be
able to develop  and  mine  this  area  or  that  the Company will generate any
revenues from this area.

Test Mine Area
-------------------------------------------------------------------------------

Nine holes were drilled in this area located immediately  adjacent  to the camp
and processing plant facility.  Bedrock was encountered at a depth of 30 meters
indicating the potential for greater volumes or gravel than originally assumed.
180 samples, representing seven of the nine holes were assayed.  Of these,  144
were  found  to contain gold, although significantly below the cut off grade of
300 mg/m3 established by Acres International.  Due to these low gold values and
in an effort to manage costs the remaining samples were not sent out for assay.
Despite the test  results,  there  can be no assurance that the Company will be
able  to develop and mine this area or  that  the  Company  will  generate  any
revenues from this area.

<PAGE> 19

Mapping Activities
-------------------------------------------------------------------------------

In addition to the drilling program, we concluded the preparation of a detailed
contour map of our entire claim block.  The preparation of this map will enable
us to better  evaluate our exploration results and identify any trends that may
be present within our concessions.

Test Mining and Process Plant Testing
-------------------------------------------------------------------------------

We test mined the  area  immediately  adjacent to the camp and processing plant
location.  The low gold grades in the area  we test mined did not yield much in
the way of gold recovered, however, we plan to  improve  the plant and purchase
new equipment in preparation and purchase new equipment for  the  next round of
test  mining  activities.   At  the completion of our drilling and test  mining
programs  we  believe we will be in  a  position  to  undertake  a  first-stage
feasibility study  to  determine the commercial viability of the property.  The
drilling program will provide  us  with  a  good  indication  of  our potential
reserves,  while  the  test-mining program will enable us to obtain mining  and
processing cost estimates  as  well  as the estimates for the recoverability of
the gold, zirconium and rare earths that  we  believe  exist within the gravels
located on our claims.

Proposed Peruvian Activities
-------------------------------------------------------------------------------

We hope to institute Phase II in 2005.  The program should  last  approximately
60  days.  We anticipate the cost of the program to be approximately  $700,000.
At this time,  however,  we  lack  the  funding  to proceed and do not have any
future prospects to obtain such funding.
Palma Real West
-------------------------------------------------------------------------------

We plan to drill approximately 17 holes at a minimum  depth  of 30 meters based
upon the results we obtained from last years drilling program.   Access will be
obtained  to  the  other large floodplain deposits present at Palma Real  West.
Significant exploration potential exists and several reconnaissance drill holes
are warranted.  No specific  hole  location recommendations can be made at this
point until access is identified.

Additionally, one bulk sample of approximately  200  cubic meters will be taken
from  the  area.   This  sample will be hauled to the recovery  plant  for  R/E
determination.

<PAGE> 20

Palma Real East
-------------------------------------------------------------------------------

We plan to drill approximately  ten  holes  at  a  maximum  average depth of 25
meters  based  upon  results  we  obtained  from  last years drilling  program.
Abundant additional drilling (a minimum of 25 holes)  is  required  to test the
entire  Palma  Real East target area. Only a small portion was drill tested  in
2002.  Access needs  to  be negotiated with locals that would allow Quillabamba
the right to explore and potentially develop this huge area.

A grid bulk-sampling program  of 10-15 pits was proposed for Palma Real East at
the end of the 2002 field season.  However, heavy precipitation associated with
the commencement of the rainy season  caused a rapid rise in the river level to
a point safe collection of bulk samples  could  not  be  assured.  The work was
postponed until water levels fell. We hope to complete the  sampling this year.
Additional pits, 10-15 of 75 cubic meters each are planned in grid fashion over
the  rest of the area drill tested during 2002.  These pits will  be  processed
early in the new program.

Titanium Testing
-------------------------------------------------------------------------------

The presence  of  titanium  dioxide  was  discovered  while doing metallurgical
testing to determine rare earth recovery in early 2003.   This  metal  will  be
assayed  much more extensively during the next phase to determine it's possible
economic viability.   Despite  the test results, there can be no assurance that
the Company will be able to successfully  mine for titanium or that the Company
will generate any revenues from mining titanium.

Rare Earth and Zirconium Metallurgical Testing
-------------------------------------------------------------------------------

Unfortunately, metallurgical testing during early 2003 had been unsuccessful in
attempting to improve recoveries of rare earths  and  zirconium.  Consequently,
no further assaying for these minerals will be conducted  until a gold resource
has been defined.  Once a resource has been defined, assays  for these minerals
will be done to identify any possible economics that may arise  as a by-product
of the gold recovery facility.























<PAGE> 21

PLAN OF OPERATIONS

Peru

       We completed the Phase 1 drilling program in November of 2002. The Phase
1 mining operations consisted of test drilling of approximately four  claims of
which  the  mining  rights  are  held by Vista.  The results of the exploratory
drilling were positive.  The presence  of  gold  was  found  in 75% of the test
samples made.  The results did not, however, warrant commercial  production  on
those  sites  at  this  time.   Therefore,  we  plan  to  begin  Phase 2 of our
exploratory drilling early next year.  It is our intention to double the amount
of  drilling  in Phase 2 as compared to Phase 1.  We will continue drilling  on
those claims that yielded positive results in Phase 1 of the drilling.  We also
plan to explore  claims  that  were  not tested in Phase 1 of the drilling last
year.  We also intend to conduct substantially more test mining programs.

       Due to recent events occurring  in  Peru,  and  the lack of funding, the
Company  decided  to postpone its drilling operations in 2003  and  2004.   The
guerilla terrorist  group  "Shining  Path"  had  staged raids on certain mining
camps  in Peru, including an attack on July 23rd, 2003  of  a  Canadian  mining
exploration  camp  located  approximately  110  miles  from  Vista's  Camp.  In
September  2004,  a  comprehensive  sweep by police in five cities arrested  17
members of the Shining Path as part of  a  vigorous  effort  to  eliminate  its
influence.  The Company plans to begin Phase 2 of its drilling program in 2005,
barring  any  further  turbulence in the region, and contingent upon ability to
fund the project.

       We have spent the last four years studying the property, building a base
camp, importing various  pieces  of mining and processing equipment, conducting
test drilling and mining activities,  and  raising  money for these activities.
However, some of the equipment has been shipped out of Peru for other projects.
We are currently unsure as to when or if commercial production will commence.

       At this time, operations at the Peruvian mine  have  temporarily ceased.
The costs to complete Phase 2 of the drilling will be about $700,000.   At this
time,  the  Company  does  not  have  the  monies to begin the Phase 2 drilling
program.

       At the completion of our drilling and test mining programs, we may be in
a  position  to  undertake a first-stage feasibility  study  to  determine  the
commercial viability of the property. The drilling program will provide us with
a good indication of our potential reserves, while the test-mining program will
enable us to obtain  mining  and  processing  cost  estimates  as  well  as the
estimates for the recoverability of the gold, zirconium and rare earths that we
believe  exist  within  the  gravels  located  on our claims. The cost to begin
commercial production would range from 12 to 20 million dollars.  At this time,
we  are not in a position to fund such an operation.   Further,  there  are  no
guarantees  that  any  of  the  claims will eventually yield enough elements to
warrant commercial production.

       Beginning in October 2002,  Vista began sharing its Peruvian mining camp
costs under a verbal agreement with  a  shareholder (Alberto Docouto), who owns
separate Peruvian mineral leases in the same  geographic  vicinity  as  Vista's
leases.   Both companies agreed to share camp costs equally when both companies
are operating  in  the  camp.   If one company is operating in the camp and the
other is not, the operating company  must bear 80 percent of the camp costs and
the non-operating company must bear 20  percent  of  the camp costs. Each party
has also agreed that for any and all costs incurred on their behalf outside the
camp,  each party would be solely responsible for these  costs.   Vista  and  a
shareholder  (Alberto  Docouto) agreed that Vista would pay all costs and Vista
would either be reimbursed  or the note payable to shareholder would be reduced
in lieu of cash for the portion of the privately owned company's camp expenses.
Beginning  in  April 2003, Vista's  stockholder  (Alberto  Docouto)  personally
assumed all of Vista's  Peruvian  payroll  and  other expense obligations until
operations resume.

<PAGE> 22

       Phase  2  of  the  drilling program is expected  to  cost  approximately
$700,000.  Further, operational  costs  are  expected  to  be  in  the range of
$1,200,000.   At  this  time,  the Company is not in a position to cover  those
costs.  A shareholder (Alberto Docouto)  has stated that he would be willing to
cover those costs if the Company was unable to raise additional capital.  There
is no guarantee, however, that the shareholder  (Alberto Docouto) will have the
capacity to continue to fund the Company.

       We  are currently seeking additional sources  of  funding  from  private
investors and  possibly  from  a  secondary  public  offering in the future. No
definitive plans have been made, however.







LIQUIDITY AND CAPITAL RESOURCES

       During the three month period ended June 30, 2005, the Company satisfied
its working capital needs from cash on hand at the beginning  of the period and
from loans from Alberto DoCouto, a shareholder of the Company.  As  of June 30,
2005, the Company had cash on hand in the amount of $353.  As of May  16, 2005,
the  Company  is  approximately  9  months  in  arrears  with  respect  to  its
President's   compensation   arrangement   and  Principal  Accounting  Officer.
Currently, the Company does not have sufficient  capital  resources  to sustain
its  operating activities.  As noted in the accompanying notes to the June  30,
2005 financial  statements,  the Company has a going concern issue since it has
not commenced its operations and has recurring and cumulative net losses.

The Company estimates that the  costs  to  maintain the corporate office in Las
Vegas, Nevada will be approximately $600,000  to  $800,000, including salaries,
over the next 12 months.  The Company in the past had the a shareholder provide
loans to the Company for operational needs, however  there is no assurance that
such loans will continue or whether the shareholder will  he have the financial
wherewithal  to  do  so.  The Company will need additional funds  in  order  to
effectuate its business  strategy.  There is no assurance that the Company will
be able to obtain such additional  funds,  when needed.  Even if the Company is
able to obtain additional funds, there is no assurance that the Company will be
able to effectuate its plan of operations.  Any prospective investor seeking to
invest  in  the Company, would do so at their  own  risk  considering  all  the
foregoing factors  and  other  discussions mentioned elsewhere in this Form 10-
QSB.

ITEM 3. CONTROLS AND PROCEDURES

Based on the evaluation of the Company's  disclosure controls and procedures by
Ashak Rustom, the Company's Accounting Principal,  and  Dr.  Lawrence Nash, the
Company's Chief Executive Officer, as of a date within 90 days  of  the  filing
date  of this quarterly report, such officers have concluded that the Company's
disclosure  controls  and procedures are effective in ensuring that information
required to be disclosed by the Company in the reports that it files or submits
under the Securities and  Exchange  Act  of  1934,  as  amended,  is  recorded,
processed,  summarized  and  reported, within the time period specified by  the
Securities and Exchange Commission's rules and forms.

There were no significant changes  in  the  Company's  internal  controls or in
other factors that could significantly affect these controls subsequent  to the
date  of  their  evaluation,  including  any  corrective actions with regard to
significant deficiencies and material weaknesses.


<PAGE> 23


                          ITEM II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Deborah Donoghue v. Vista Continental Corporation and Alberto DoCouto
-------------------------------------------------------------------------------

On April 1, 2003, a lawsuit was filed in the United  States  District Court for
the  Southern  District  of  New  York  entited:   Deborah  Donoghue  v.  Vista
Continental  Corporation  and  Alberto Docouto, and assigned Civil Case Number:
03-CV-2281.  Mr. DoCouto is the  owner  of  Tamer's Management Ltd. and thus is
beneficially the majority shareholder of VCC  Nevada.   The  complaint  alleges
that Mr. DoCouto violated the "short-swing trade" rules under Sections 16(b) of
the  Exchange  Act.   Specifically, the complaint alleges that Mr. DoCouto sold
and purchased or purchased  and  sold  shares  of  the Company within a six (6)
month period in violation of 16(b).  In the event that the court finds that Mr.
DoCouto's transactions violated Section 16(b), then  Mr.  DoCouto  will have to
pay  to  the  Company  any  profits  Mr. DoCouto generated as a result of  such
transactions.  Mr. DoCouto has denied  such  allegations  and has asserted that
such  allegations  arise out of erroneously filed Form 4's and  Schedule  13D's
filed on Mr. DoCouto's  behalf  and  that such filings have since been amended.
Mr. DoCouto intends to vigorously defend  the  lawsuit  to  the  fullest.   The
Company  does  not believe that this litigation shall have a material effect on
the assets or business of the Company.


ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

In May 2005, Hunter  Wise  Financial  Group,  LLC. was compensated for advisory
services in the area of corporate finance.  The Company issued 3,333,333 shares
of restricted stock in connection with these services  valued  at approximately
$200,000.


<PAGE> 24



ITEM 3. DEFAULTS UPON SENIOR SECURITIES

N/A

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

N/A


ITEM 5. OTHER INFORMATION

N/A

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8K

(a)      Exhibits

<TABLE>
<CAPTION>
Exhibit	Document
<S>      <C>

2.1     Reorganization and Stock Purchase Agreement by  and  between  Century
	Laboratories, Inc.  and Vista Continental Corporation. (5)

3.1     Certificate of Incorporation, as amended on August 10, 1977(1)

3.2     Certificate of Amendment of Certificate of Incorporation, dated April
	22, 1983(2)

3.3     Certificate of Reduction of Capital, dated April 22, 1983(2)

3.4     Certificate of Renewal and Revival of Charter (3)

3.5     Amendment of Certificate of Incorporation(4)

3.6     Amendment of Certificate of Incorporation

3.7     By-Laws of the Corporation (3)

10.1    Asset Purchase Agreement Dated June 30th, 2004 (6)

31.1    302 Certification of Dr. Lawrence Nash

31.2    302 Certification of Ashak Rustom

32.1    906 Certification of Dr. Lawrence Nash

32.2    906 Certification of Ashak Rustom
</TABLE>

       (1)   Incorporated by reference from the Company's Annual Report on Form
       10-K for the fiscal year ended May 31, 1992

       (2)   Incorporated by reference from the Company's Annual Report on Form
       10-K for the fiscal year ended May 31, 1983

       (3)   Incorporated by reference from the Company's Annual Report on Form
       10-KSB for the fiscal year ended May 31, 1999

       (4)   Incorporated  by  reference  from  the Company's Interim Report on
       Form 8-K filed on August 2nd, 2002

       (5)   Incorporated  by reference from the Company's  Interim  Report  on
       Form 8-K filed on June 13th, 2002

       (6)   Incorporated by  reference  from  the  Company's Interim Report on
       Form 8-K filed on July 1, 2004

       (7)   Incorporated  by reference from the Company's  Interim  Report  on
       Form 8-K filed on July 30, 2004



(b)    Reports on Form 8-K

       None

<PAGE> 26


                                  SIGNATURES

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


By:  /s/ Dr. Lawrence Nash                               Date:  August 2, 2005
     -----------------------------------------
         Dr. Lawrence Nash
         President and Chief Executive Officer

By:   /s/ Ashak Rustom		                         Date:  August 2, 2005
      ------------------------
          Ashak Rustom
          Accounting Principal

<PAGE> 27