UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C., 20549
                                   FORM 10-QSB/A
                                 (Amendment #1)


      (X)                            QUARTERLY REPORT PURSUANT TO SECTION 13 OR
                                     15(D) OF THE SECURITIES EXCHANGE ACT OF
                                     1934

                                    For the quarter report ended June 30, 2006

                        Commission File number 000-51227

                            CAL ALTA AUTO GLASS, INC.

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

    Nevada                                          88-0448809
  (State or other jurisdiction of                (I.R.S. Employer
  incorporation or organization)                Identification No.)

          # 8 3927 Edmonton Trail N.E., Calgary, Alberta Canada, T2E6T1
                     (Address of principal executive office)

          Registrants telephone no., including area code (403) 291-7020

Check whether the registrant  (1) has filed all reports  required to be filed by
Section 13 or 15(d) of the Securities  Exchange Act of 1934 during the preceding
12 months (or for such shorter  period that the  registrant was required to file
such  reports),  Yes  [X]  No [ ] and  (2)  has  been  subject  to  such  filing
requirements for the past 90 days. Yes [X] No [ ]

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

This 10QSB/A is being re-filed to add the disclosure required by Rule 12b-2
of the Exchange Act.  No change has occurred anywhere else in the filing than
the additional disclosure on the cover page.


                      APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate  the number of shares  outstanding  of each of the  issuers  classes of
common stock, as of the last practicable date.


           Class                               Outstanding as of August 14, 2006
  Common Stock, $0.001                                    10,595,000




<PAGE>






                                                 TABLE OF CONTENTS


                                           PART 1. FINANCIAL INFORMATION

                                Heading                                   Page

Item 1.     Consolidated Financial Statements                              1-2

                Consolidated Balance Sheets June 30, 2006
                And December 31, 2005                                      3

               Consolidated Statements of Operations for the six months
               Ended June 30, 2006 and 2005                                4

               Consolidated Statements of Stockholders Equity              5

               Consolidated Statements of Cash Flows for the six months
               Ended June 30, 2006 and 2005                                6

               Notes to Consolidated Financial Statements                  7

Item 2.     Managements Discussion aned Analysis and
                Result of Operations                                       9

Item 3.     Controls and Procedures                                        11


                           PART II. OTHER INFORMATION

Item 1.     Legal Proceedings                                              12

Item 2.    Changes in Securities
               Defaults Upon Senior Securities                             12

Item 4.     Submission of Matter to be a Vote of Securities Holders        12

Item 5.     Other Information on Form 8-K                                  12

Item 6.     Exhibits and Reports on 8K                                     13

                Signatures                                                S-1
                                                        ii

<PAGE>


   PART 1. FINANCIAL INFORMATION

ITEM 1. Financial Statement

     The accompanying un-audited financial statements have been prepared in
accordance with the instructions for Form 10-QSB pursuant to the rules and
regulations of the Securities and Exchange Commission and, therefore, do not
include all information and footnotes necessary for a complete presentation of
the financial position, results of operations, cash flows, and stockholders
equity in conformity with generally accepted accounting principles. In the
opinion of management, all adjustments considered necessary for a fair
presentation of the results of operations and financial position have been
included and all such adjustments are of a normal recurring nature.

     The un-audited balance sheet of the Company as of June 30, 2006, and the
related balance sheet of the Company as of December 31, 2005, which is derived
from the Company's audited financial statements, the un-audited statement of
operations and cash flows for the six months ended June 30, 2006 and June 30,
2005 and the statement of stockholders equity for the period of December 31,
2002 to June 30, 2006 are included in this document.

     Operating results for the quarter ended June 30, 2006, are not necessarily
indicative of the results that can be expected for the year ending December 31,
2006.







                                       1
<PAGE>















                           CAL-ALTA AUTO GLASS, INC.
                 Notes to the Consolidated Financial Statements
                               As of June 30, 2006
6

        Member of the California Society of Certified Public Accountants
          Registered with the Public Company Accounting Oversight Board
                           Chang G. Park, CPA, Ph. D.

          o 6474 UNIVERSITY AVENUE o SAN DIEGO, CALIFORNIA 92115-5807 o
                     TEL (858) 722-5953 o FAX (619) 422-1465
                         o E-Mail changgpark@dmhdcpa.com




To the Board of Directors of
Cal-Alta Auto Glass, Inc.



             Report of Independent Registered Public Accounting Firm

We have reviewed the accompanying consolidated balance sheets of Cal-Alta Auto
Glass, Inc. as of June 30, 2006, and the related consolidated statements of
operations, changes in stockholders' equity, and cash flows for the six and
three months ended June 30, 2006, in accordance with Statements on Standards for
Accounting Review Services issued by the American Institute of Certified Public
Accountants. All information included in these financial statements is the
representation of the management of Cal-Alta Auto Glass, Inc.

We conducted our review in accordance with the standards of the Public Company
Accounting Oversight Board (United States). A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with the standards of the Public Company Accounting Oversight Board, the
objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should
be made to the accompanying financial statements for them to be in conformity
with U.S. generally accepted accounting principles.


/s/ Chang G. Park
----------------------------
Chang G. Park, CPA, Ph. D.

August 9, 2006
Chula Vista, California



                                       2
<PAGE>


                   CAL-ALTA AUTO GLASS, INC.
                  Consolidated Balance Sheets
                                                         As of       As of
                                                        June 30,   December 31,
                                                          2006        2005
                            ASSETS
Current Assets
Cash                                                    $       -    $        -
Accounts receivable                                         57,179       42,776
Earned discounts receivable
(a related party)                                            4,910       26,072
Inventory                                                    1,339        1,286
Loan receivables                                             7,025        6,749
Prepaid expenses                                             7,926        2,387
Total Current Assets                                        78,379       79,270
Net Property & Equipment                                    11,572       11,988
Other Assets
Investment in other companies                                    -        5,146
Loan receivable - (a related party)                         55,384       21,813
Deposit                                                        790          759
Total Other Assets                                          56,174       27,718
TOTAL ASSETS                                             $ 146,125    $ 118,976


LIABILITIES & STOCKHOLDERS' EQUITY
Current Liabilities
Accounts payable                                         $  69,589    $  43,791
Bank overdraft                                              37,168       44,350
GST payable                                                 11,568        5,561
Total Current Liabilities                                  118,325       93,702
Total Liabilities                                          118,325       93,702
Stockholders' Equity
Common stock, ($0.001 par value, 25,000,000 shares
authorized; 10,595,000 shares issued and outstanding
as of June 30, 2006 and December 31, 2005.
2001, respectively.)                                        10,595       10,595
Additional paid-in capital                                 (10,395)     (10,395)
Retained earnings (deficit)                                 28,638       22,849
Foreign currency translation adjustment                     (1,038)       2,225
Total Stockholders' Equity                                  27,800       25,274
TOTAL LIABILITIES
& STOCKHOLDERS' EQUITY                                   $ 146,125    $ 118,976




                                       3
<PAGE>










                            CAL-ALTA AUTO GLASS, INC.
                      Consolidated Statements of Operations

                                         Six Months         Six Months
                                           Ended              Ended
                                           June 30,           June 30,
                                             2006               2005
Revenues
Income                                $     496,478$        348,666
Total Revenues                              496,478         348,666
Costs of Sales
Glass & moldings - (a related party)        248,928         167,973
Sub. contractors                             15,653          16,549
Total Costs of Sales                        264,581         184,522
Gross Profit                                231,897         164,144
Operating Costs
Depreciation & amortization                   1,243           1,441
Advertising                                  86,153          85,635
Salaries & wages                             72,126          52,430
General & administrative expenses            81,682          66,499
Total Operating Costs                       241,204         206,005
Net Operating Income / (Loss)                (9,307)        (41,861)
Other Income (Expenses)
Other income                                 16,552               -
Interest expense                             (1,456)         (1,380)
Total Other Income (Expenses)                15,096          (1,380)
NET INCOME (LOSS)                      $      5,789    $    (43,241)
BASIC EARNING (LOSS) PER SHARE         $       0.00    $     (0.00)
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING                10,595,000      10,595,000














                                        Three Months       Three Months
                                            Ended              Ended
                                           June 30,           June 30,
                                            2006               2005
Revenues
Income                                 $    340,303    $    247,415
Total Revenues                              340,303         247,415
Costs of Sales
Glass & moldings - (a related party)        162,995         116,927
Sub. contractors                              8,623           8,884
Total Costs of Sales                        171,618         125,811
Gross Profit                                168,685         121,604
Operating Costs
Depreciation & amortization                     630             757
Advertising                                  50,470          45,448
Salaries & wages                             46,169          33,305
General & administrative expenses            43,917          37,333
Total Operating Costs                       141,186         116,843
Net Operating Income / (Loss)                27,499           4,761
Other Income (Expenses)
Other income                                 16,552               -
Interest expense                               (670)           (547)
Total Other Income (Expenses)                15,882            (547)
NET INCOME (LOSS)                      $     43,381    $      4,214
BASIC EARNING (LOSS) PER SHARE         $       0.00    $       0.00
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING                10,595,000      10,595,000



                                      4
<PAGE>


                CAL-ALTA AUTO GLASS, INC.
         Consolidated Statement of Changes in Stockholders' Equity
                    As of June 30, 2005

                                          Common         Common       Additional
                                          Shares         Stock         Paid-in
                                                         Amount        Capital
Balance, December 31, 2002                8,500,000   $    8,500   $   (8,300)

November 25, 2003, common stock issued
for recapitalization                      2,095,000        2,095       (2,095)

Foreign currency translation
adjustment                                        -            -            -
                                                                            -
Operating loss
December 31, 2003                                 -            -            -

Balance, December 31, 2003               10,595,000       10,595      (10,395)

Foreign currency translation
adjustment                                        -            -            -

Operating lncome
December 31, 2004                                 -            -            -

Balance, December 31, 2004               10,595,000       10,595      (10,395)

Foreign currency translation
adjustment                                        -            -            -

Operating lncome
December 31, 2005                                 -            -            -

Balance, December 31, 2005               10,595,000       10,595      (10,395)

Foreign currency
translation adjustment                            -            -            -

Operating loss
June 30, 2006                                     -            -            -

Balance, June 30, 2006                   10,595,000   $   10,595   $  (10,395)






                                           Retained        Total
                                           Earnings
                                            (Deficit)
Balance, December 31, 2002                $ 178,805      178,353

November 25, 2003, common stock issued
for recapitalization                              -            -

Foreign currency translation adjustment           -       (7,427)
                                                               -
Operating loss December 31, 2003           (102,719)    (102,719)

Balance, December 31, 2003                   76,086       68,207

Foreign currency translation adjustment           -        9,891

Operating lncome December 31, 2004           16,369       16,369

Balance, December 31, 2004                   92,455       94,467

Foreign currency translation adjustment           -          413

Operating lncome December 31, 2005          (69,606)     (69,606)

Balance, December 31, 2005                   22,849       25,274

Foreign currency translation adjustment           -       (3,263)

Operating loss June 30, 2006                  5,789        5,789

Balance, June 30, 2006                    $  28,638    $  27,800



                                       5
<PAGE>





















                 CAL-ALTA AUTO GLASS, INC.
           Consolidated Statements of Cash Flows
                                                  Six Months    Six Months
                                                     Ended        Ended
                                                   June 30,      June 30,
                                                      2006         2005
     CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                  $  5,789  $ (43,241)
Adjustments to reconcile
net loss to net cash
used in operating activities:
Depreciation & amortization expense                   1,243       1,441
Change in assets and liabilities
(Increase) decrease in
accounts receivable                                 (13,063)    (24,408)
(Increase) decrease in
notes receivable                                       (251)        166
(Increase) decrease in
inventory                                               (48)         24
(Increase) decrease in
prepaid expenses                                     (5,024)        100
(Increase) decrease in
investments                                           4,667          97
(Increase) decrease in
deposits                                                (28)         14
(Increase) decrease in
provision for earned discounts                       19,194       8,785
Increase (decrease) in
accounts payable                                     23,398      21,070
Increase (decrease) in
accounts payable - (a related party)                   -         46,086
Increase (decrease) in
bank overdraft                                       (6,514)     (4,594)
Increase (decrease) in
taxes payable                                         5,448       2,341
Net cash provided (used)
by operating activities                              34,811       7,881


CASH FLOWS FROM INVESTING ACTIVITIES
Net cash provided (used) by
investing activities                                      -           -

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from notes
receivable - related party                          (30,447)     (6,255)

Net cash provided (used) by financing activities    (30,447)     (6,255)
Effect of exchange rate
changes on cash                                      (4,364)     (1,626)

Net increase (decrease)
in cash                                                   -           -
Cash at beginning of period                               -           -
Cash at end of period                              $      -     $     -
Supplemental cash flows
disclosures:
Cash paid during year
for interest                                       $  1,456    $  1,380
Cash paid during year
for income taxes                                   $           $






                                               Three Months       Three Months
                                                    Ended              Ended
                                                  June 30,           June 30,
                                                   2006               2005
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                  $ 43,381    $  4,214
Adjustments to reconcile
net loss to net cash
used in operating activities:
Depreciation & amortization expense                     630         757
Change in assets and liabilities
(Increase) decrease in
accounts receivable                                 (17,937)    (32,853)
(Increase) decrease in
notes receivable                                       (260)         79
(Increase) decrease in
inventory                                               (49)         11
(Increase) decrease in
prepaid expenses                                        249          47
(Increase) decrease in
investments                                           4,660          46
(Increase) decrease in
deposits                                                (29)          7
(Increase) decrease in
provision for earned discounts                       (7,160)     13,092
Increase (decrease) in
accounts payable                                     17,369       4,795
Increase (decrease) in
accounts payable - (a related party)                      -      17,838
Increase (decrease) in
bank overdraft                                        7,144     (11,635)
Increase (decrease) in
taxes payable                                         6,686       3,898
Net cash provided (used)
by operating activities                              54,684         296


CASH FLOWS FROM INVESTING ACTIVITIES
Net cash provided (used) by
investing activities                                      -           -

CASH FLOWS FROM FINANCING ACTIVITIES

Proceeds from notes
receivable - related party                          (50,304)     (2,860)

Net cash provided (used) by financing activities    (50,304)     (2,860)
Effect of exchange rate
changes on cash                                      (4,380)      2,564

Net increase (decrease)
in cash                                                   -           -
Cash at beginning of period                               -           -
Cash at end of period                                     $  $        -
Supplemental cash flows
disclosures:
Cash paid during year
for interest                                       $    670    $    547
Cash paid during year
for income taxes                                          $   $       -




                                       6
<PAGE>





NOTE 1 -   CONDENSED FINANCIAL STATEMENTS

The accompanying June 30, 2006 financial statements have been prepared by the
Company without audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the
financial position, results of operations and cash flows at June 30, 2006 and
for all periods presented have been made. Certain information and Footnote
disclosures normally included in financial statements prepared in accordance
with accounting principles generally accepted in the United States of America
have been condensed or omitted. It is suggested that these condensed
consolidated financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 2005 audited
consolidated financial statements. The results of operations for periods ended
June 30, 2006 are not necessarily indicative of the operating results for the
full years.


NOTE 2.  OPERATIONS AND DESCRIPTION OF BUSINESS

Organization

Cal-Alta Auto Glass,  Inc., (the Company)  formerly  International  Sports
Marketing Group,  Inc., was incorporated  October 14, 1999.
Cal-Alta Auto Glass, Ltd., of Canada was incorporated  under the laws of
Alberta,  Canada B.C., to operate businesses in the auto glass
industry.

In late 1997, Cal-Alta Auto Glass, Ltd. divested of most of its operating assets
to Pro Glass Industries, Inc., a Calgary, Alberta company with common ownership.
Pro Glass Technologies traded as a public entity starting in the fourth quarter
of 2001. However, due to market conditions at the time, Pro Glass was not able
to implement its full business model, which called for an auto glass
distribution arm and an auto glass warranty operation. Therefore management
decided it would be in the best interest of the shareholders to make the auto
glass operation of Pro Glass Technologies, Inc., private again, while merging
the parent company with another entity that could provide value to its
shareholders.

On November 25, 2003 the Company  entered into a reverse  merger  pursuant to
Rule 368  (a)(1)(B) of the Internal  Revenue Code of 1986
as amended.  Whereas,  International  Sports Marketing Group,  Inc.  acquired
100% of the common stock of Cal Alta Auto Glass,  Ltd., a
Canadian  corporation,  for 8,500,000 shares of authorized but un-issued
common stock.  International  Sports  Marketing  Group,  Inc.
changed its name to Cal Alta Auto Glass,  Inc. Cal Alta Auto Glass,  Ltd.
(Canadian  Co.), is the predecessor due to a reverse merger.
Cal Alta Auto Glass, Inc., is a holding company.

Due to the reverse merger, Cal-Alta Auto Glass, Ltd., became the subsidiary
holding company of Cal Alta Auto Glass, Inc. The underlying reason for the
merger was the belief that company gain "public" status in the US, in order to
obtain the ability to conduct secondary financing to implement the full business
plan of Cal Alta Auto Glass, Inc.



                                       7
<PAGE>


NOTE  2.  OPERATIONS AND DESCRIPTION OF BUSINESS - CONTINUED

The Company sells and installs auto glass products through two Calgary based
outlets. The Company replaces and repairs windshields of all domestic and
foreign vehicles and to a lesser degree, other types of auto glass.
Additionally, flat glass for non-auto related applications such as furniture,
mirrors, greenhouses, etc., is also sold.

The operating subsidiary will comply with Canadian and Alberta regulations. Cal
Alta Auto Glass, Inc. of Nevada will be the consolidated parent holding company
of the Canadian subsidiaries and will comply with US regulations. If Cal Alta
Auto Glass, Inc. begins operations of glass shops in the US; the glass shops
will operate in accordance with the appropriate US laws as a subsidiary of Cal
Alta Auto Glass, Inc. Cal Alta Auto Glass, Ltd., operates from two Calgary,
Alberta locations. Approximately 40% of annual sales are paid by customers' auto
insurance policies with the balance being non-insurance related transactions.




                                       8
<PAGE>

ITEM 2. Managements  Discussion and Analysis of Financial  Condition and Results
of Operations

Liquidity and Capital Resources

     As of June 30, 2006, the Company has $78,739 in total current assets,
compared to total current assets of $79,270 as of December 31, 2005. The major
factor in the increase of current assets was a $14,943 increase in accounts
receivable. Discounts receivable which are due from a related party, were down
$21,162 due to being collected on. Although current assets decreased, helping
offset this amount is the currency conversion rate of the operating subsidiary.
The conversion rate is favorable to the Company when comparing assets as of
December 31, 2005, to now. The conversion rate of US to Canadian dollars in that
period has gone from approximately 1.30 to 1.10. Currently the current assets
are comprised of $57,179 in accounts receivable, $4,910 in earned discounts
receivable (a related party), $ 1,339 in inventory, $ 7,025 in loans receivable
and $7,926 in prepaid expenses.

     As of June 30, 2006, the Company has $118,325 in total current liabilities
compared to $93,702 as of December 31, 2005. Accounts payable increased
approximately $26,000, however, the bank overdraft decreased by 7,182 and GST
payable increased approximately $6,000. Also, contributing to the increase in
liabilities is the currency conversion rate of the operating subsidiary. The
conversion rate is favorable to the Company when comparing assets as of December
31, 2005, to now. The conversion rate of US to Canadian dollars in that period
has gone from approximately 1.30 to 1.10.

   The Company does from time to time experience significant bank overdraft
situations. The overdraft situation mostly stem from seasonality. Due to this
seasonality, cash flows can fluctuate greatly. Therefore, the Company has
arranged trough its banking institution overdraft protection of up to $65,000
(Canadian dollars). There have not been any major consequences of this overdraft
position because the Company has never used the maximum amount. In the case the
Company did max out the overdraft, the Company would be forced to extend its
terms to suppliers and vendors. However, this is not anticipated to occur. The
Company does pay prime plus two percent while in this overdraft situation (ie.
if prime was 5% the Company would pay the bank 7% see Exhibit 99.1 CIBC bank
overdraft agreement for full details). If the Company were to become insolvent
Mr. Aiello, would be responsible for the repayment of the overdraft. As of June
30, 2006, the bank overdraft position was $37,168 (US Dollars).

                                       9
<PAGE>

    There are seasonal impacts on the Company's operation; however, the timing
of the impact is hard to pin down but it has to due with the amount of snowfall
the Calgary area receives. The more snowfall received in the area, the more rock
and gravel that is applied to the roadways. This induces more damage to the
windshields of vehicles due to the increased amount of gravel on the road.
Customers typically wait until after the snow season to repair their windshield
damage. The customers normally don't have the windshield repaired during snow
season due to the rock and gravel that is applied to the roads due to the
increased risk of damaging the windshield again. This affects accounts
receivable due to many people having their auto glass repair being paid by their
insurance company, while the customer is responsible for the deductible. The
company after providing the services must wait for processing and payment by the
insurance companies.


Results of Operations

      It should be noted that when comparing results of operations the
difference between the annual currency exchange rates between the US and
Canadian dollar. The strengthening of the Canadian dollar relative to the US
Dollar has caused the expenses such as advertising and administrative costs to
appear to have decreased on a comparable basis in US dollars, when in fact in
Canadian dollar the amount is very similar.

     For the three months ending June 30, 2006, the Company had a net income of
$ 43,381, compared to net income of $4,761 for the same period of 2005.
Advertising expenses increased $5,022 for the second quarter of 2006 compared to
the same period of 2005. Advertising costs were nearly identical from the first
quarter of 2006, compared to the same period the year before when using the same
currency conversion figure. General and administrative costs were higher by
$6,584, when comparing the second quarter of 2006 to the same period of 2005.
Driving this increase was the overall increase in business when comparing the
second quarter of 2006 to the same period the year before. Salaries and wages
also increased approximately $12,000, due to increased business. Other than
these increases operating expenses were very comparable with the same period of
the year before.

     The Company had revenues of $340,303 for the three months ended June 30,
2006, compared with $247,415 for the same period last year. Management believes
the increase in revenues when comparing the second quarter of 2006, to the same
period the year before is due to multiple factors. There has been a warm summer,
which causes cracks to expand in windshields from the heating and cooling of the
glass. Also, the Company has raised rates on some of its installations.
Management further feels that the general business climate in the Calgary area
is good which is also driving sales. Due to the decrease in interest rates the
increase in revenues would have been approximately $28,000 lower, had there been
no currency conversion. It should be noted that cost of goods sold as a
percentage of sales when comparing the two quarters was very consistent.

     For the six months ending June 30, 2006, the Company had a net income of


                                       10
<PAGE>


$ 5,789, compared to a net loss of $43,241 for the same period of 2005.
Advertising expenses increased nominally for the first six months of 2006
compared to the same period of 2005. General and administrative costs were
higher by $15,183, when comparing the first six months of 2006 to the same
period of 2005. Approximately $9,000 of this increase occurred in the first
quarter of 2006 and was related to professional fees and employee benefits.
Further driving this increase was the overall increase in business when
comparing the first six months of 2006 to the same period the year before.
Salaries and wages also increased approximately $20,000, due to increased
business. Other than these increases operating expenses were very comparable
with the same period of the year before.

     The Company had revenues of $496,478 for the six months ended June 30,
2006, compared with $348,666 for the same period last year. Management believes
the increase in revenues when comparing the first half of 2006, to the same
period the year before is due to multiple factors. There has been a warm summer,
which causes cracks to expand in windshields from the heating and cooling of the
glass. Also, the Company has raised rates on some of its installations.
Management further feels that the general business climate in the Calgary area
is good which is also driving sales. Due to the decrease in interest rates, the
increase in revenues would have been approximately $36,000 lower, had there been
no currency conversion. It should be noted that cost of goods sold as a
percentage of sales when comparing the two quarters was very consistent.

Sale of Common Capital Stock

         None.

Risk Factors and Cautionary Statements

     Forward-looking statements in this report are made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995. The
Company wished to advise readers that actual results may differ substantially
from such forward-looking statements. Forward-looking statements involve the
risk and uncertainties that could cause actual results to differ materially from
those expressed on or implied by the statements, including, but not limited to
the following: the ability of the Company to successfully meet its cash and
working capital needs, the ability of the Company to successfully market its
product, and other risks detailed in the Company's periodic report filings with
the Securities and Exchange Commission.

Item 3. Controls and Procedures

     (a) Evaluation of Disclosure Controls and Procedures.

     We have instituted disclosure controls and procedures designed to ensure
the timely recording, processing, summarization and reporting to our management,
including our Chief Executive Officer / Principal Financial Officer, of
information required to be disclosed in our reports under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"). Within the 90 days prior
to the filing date of this Quarterly Report on Form 10-QSB, we have performed an
evaluation of the effectiveness of the design and



                                       11
<PAGE>

operation of these controls
under the supervision and with the participation of our management, including
our Chief Executive Officer / Principal Financial Officer. Based upon that
evaluation, the Chief Executive Officer / Principal Financial Officer has
concluded that the disclosure controls and procedures effectively alert
management to material information related to the Company in a manner which
allows timely decisions regarding required disclosures of such information. In
the design and evaluation of our disclosure controls and procedures, management
has recognized that risks of misstatements due to error, failures in compliance,
or changes in conditions are inherent in any cost-effective control system.
Thus, management can provide only reasonable assurance that its controls and
procedures will achieve their stated goals under all potential future
conditions. There have been no significant changes in our internal controls or
in other factors that could significantly affect these controls subsequent to
the date of management's evaluation.

Changes in Internal Control Over Financial Reporting

      There were no changes in our internal control over financial reporting
during the second quarter of 2006 that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.





                                             PART II OTHER INFORMATION

 ITEM 1. LEGAL PROCEEDINGS

         None.


 ITEM 2. CHANGES IN SECURITIES

         None.

     As of August 14, 2006, the Company has 10,595,000 shares of common stock
issued and outstanding.

 ITEM 3. DEFAULTS UPON SENIOR SECURITES

         None.

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

         None.

 ITEM 5. OTHER INFORMATION

         None.

                                       12
<PAGE>

ITEM 6. EXHIBITS AND REPORTS ON 8-K

a.       33.1 302 Certification of the President
b.       99.1 906 Certification of Frank Aiello
c.        99.2 Bank Overdraft Agreement filed by reference on June 29, 2006



                                       13
<PAGE>

                                   SIGNATURES

     In accordance with the requirements of the Securities Exchange Act of 1934,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.








                                                     CAL ALTA AUTO GLASS, INC.


        Dated: August 14, 2006

                                             By:/S/ Frank Aiello

                                                    Frank Aiello
                                                    President, CEO, Principal
                                                    Accounting Officer,
                                                    Director





                                             By:/S/ Denise Aiello
                                                    Denise Aiello
                                                    Secretary, Treasurer and
                                                    Director







                                                        S-1



<PAGE>