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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549



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FORM 10-QSB



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(Mark One)

|x | QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ---------------------------------------------------------------------------------

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2006



| ̈ | TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
|- | ----------------------------------------------------------------------------------

FOR THE TRANSITION PERIOD FROM  TO
.

Commission File Number 000-51423



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Oakmont
Acquisition Corp.

(Exact Name of Small Business Issuer as Specified in Its Charter)



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|                                               |  |                                     
|---------------------------------------------- |  | ------------------------------------
|Delaware                                       |  | 20-2679740                          
|(State or other Jurisdiction of incorporation) |  | (I.R.S. Employer Identification No.)

33 Bloomfield Hills Pkwy, Suite 240

Bloomfield Hills, MI 48304

(Address of Principal Executive Office)

(248)594-0693

(Issuers Telephone Number, Including Area Code)



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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 such shorter
period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No ̈

As of November 14, 2006, 10,575,166 shares of common stock, par value $.0001 per share, were issued and outstanding.

Transitional Small Business Disclosure Format (check one):    Yes ̈No  x

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



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##### Table of Contents

Index



|                              |  |                                                                    |  |         
|----------------------------- |  | ------------------------------------------------------------------ |  | --------
|                              |  |                                                                    |  | Page No.
|Part I: Financial Information |  |                                                                   
|                              |  |                                                                   
|                              |  | Item 1-Financial Statements                                        |  |         
|                              |  |                                                                   
|                              |  | Condensed Balance Sheet                                            |  | 3       
|                              |  | Condensed Statement of Operations                                  |  | 4       
|                              |  | Condensed Statement of Cash Flows                                  |  | 5       
|                              |  | Statement of Stockholders Equity                                  |  | 6       
|                              |  | Notes to Condensed Financial Statements                            |  | 7       
|                              |  |                                                                   
|                              |  | Item 2-Managements Discussion and Analysis or Plan of Operation   |  | 10      
|                              |  |                                                                   
|                              |  | Item 3-Controls and Procedures                                     |  | 12      
|                              | 
|Part II. Other Information    |  |                                                                   
|                              |  |                                                                   
|                              |  | Item 2-Unregistered Sales of Equity Securities and Use of Proceeds |  | 12      
|                              |  |                                                                   
|                              |  | Item 6-Exhibits and Reports on Form 8-K                            |  | 13      
|                              | 
|Signatures                    |  | 13                                                                
|Exhibit Index                 |  | 14                                                                



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##### Table of Contents

PART 1. CONDENSED FINANCIAL INFORMATION

Item 1. Condensed Financial Statements

OAKMONT ACQUISITION CORP.

(A Corporation in the Development Stage)

CONDENSED BALANCE SHEETS

(Unaudited)



|                                                                                                                                                             |  |                   |            |                  |   |           
|------------------------------------------------------------------------------------------------------------------------------------------------------------ |  | ----------------- | ---------- | ---------------- | - | ----------
|                                                                                                                                                             |  | September 30,2006 |            | December 31,2005
|                                                                                                                                                             |  | (Unaudited)       |            | (Audited)       
|ASSETS                                                                                                                                                       |  |                   |            |                  |   |           
|                                                                                                                                                             |  |                  
|Current assets:                                                                                                                                              |  |                   |            |                  |   |           
|Cash                                                                                                                                                         |  | $                 | 265,629    |                  | $ | 894,856   
|Cash held in trust fund (Note 2)                                                                                                                             |  |                   | 48,613,026 |                  |   | 47,081,111
|Prepaid expenses                                                                                                                                             |  |                   | 290,068    |                  |   | 25,959    
|                                                                                                                                                             |  |                   |            |                  |   |           
|Total current assets                                                                                                                                         |  | $                 | 49,168,723 |                  | $ | 48,001,926
|                                                                                                                                                             |  |                   |            |                  |   |           
|LIABILITIES AND STOCKHOLDERS EQUITY                                                                                                                         |  |                   |            |                  |   |           
|                                                                                                                                                             |  |                  
|Current liabilities:                                                                                                                                         |  |                   |            |                  |   |           
|Accounts payable and accrued expenses                                                                                                                        |  | $                 | 175,483    |                  | $ | 12,199    
|Accrued federal taxes                                                                                                                                        |  |                   | 221,896    |                  |   | 148,402   
|Accrued franchise taxes                                                                                                                                      |  |                   | 13,641     |                  |   | 29,139    
|Deferred trust income                                                                                                                                        |  |                   | 452,494    |                  |   | 146,264   
|                                                                                                                                                             |  |                   |            |                  |   |           
|Total current liabilites                                                                                                                                     |  |                   | 863,514    |                  |   | 336,004   
|                                                                                                                                                             |  |                   |            |                  |   |           
|Common stock, subject to possible conversion, 1,714,176 shares at conversion value (Note 2)                                                                  |  |                   | 9,265,250  |                  |   | 9,265,250 
|                                                                                                                                                             |  |                   |            |                  |   |           
|Stockholders Equity:                                                                                                                                        |  |                   |            |                  |   |           
|Preferred stock, $.0001 par value Authorized 1,000,000 shares; none issued                                                                                   |  |                   |           |                  |   |          
|Common stock, $.0001 par value Authorized 35,000,000 shares Issued and outstanding 10,575,166 shares which includes 1,714,176 subject to
possible conversion |  |                   | 1,058      |                  |   | 1,058     
|Additional paid-in-capital                                                                                                                                   |  |                   | 38,119,599 |                  |   | 38,119,599
|Accumulated earnings during development stage                                                                                                                |  |                   | 919,302    |                  |   | 280,015   
|                                                                                                                                                             |  |                   |            |                  |   |           
|Total stockholders equity                                                                                                                                   |  |                   | 39,039,959 |                  |   | 38,400,672
|                                                                                                                                                             |  |                   |            |                  |   |           
|Total liabilities and stockholders equity                                                                                                                   |  | $                 | 49,168,723 |                  | $ | 48,001,926
|                                                                                                                                                             |  |                   |            |                  |   |           

See notes to condensed financial statements



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##### Table of Contents

OAKMONT ACQUISITION CORP.

(A Corporation in the Development Stage)

CONDENSED STATEMENT OF OPERATIONS

(Unaudited)



|                                                        |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|------------------------------------------------------- |  | ----------------------------------------------------------- | --------- | ----------------------------------------- | - | ----------------------------------------- |  | ---------------------------------------- | --------- | --------------------------------------------------------------- | - | ---------- |  | - | ---------
|                                                        |  | CumulativefromApril 15, 2005(inception) toSeptember 30,2006 |           | For the ThreeMonthsEndedSeptember 30,2006 |   | For the ThreeMonthsEndedSeptember 30,2005 |  | For the NineMonthsEndedSeptember 30,2006 |           | For the periodfrom April 15,2005(inception) toSeptember 30,2005
|Income:                                                 |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Interest Income                                         |  | $                                                           | 1,811,106 |                                           | $ | 406,856                                   |  | $                                        | 261,525   |                                                                 | $ | 1,225,685  |  | $ | 261,525  
|                                                        |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Expenses:                                               |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Professional Fees                                       |  |                                                             | 174,556   |                                           |   | 12,688                                    |  |                                          | 10,073    |                                                                 |   | 117,151    |  |   | 10,073   
|Franchise and capital taxes                             |  |                                                             | 60,289    |                                           |   | 10,362                                    |  |                                          | 18,756    |                                                                 |   | 31,150     |  |   | 18,756   
|Business meals, travel, entertainment                   |  |                                                             | 11,648    |                                           |   |                                          |  |                                          | 1,582     |                                                                 |   | 7,870      |  |   | 1,582    
|Rent and office                                         |  |                                                             | 95,663    |                                           |   | 7,613                                     |  |                                          | 19,597    |                                                                 |   | 53,359     |  |   | 19,597   
|Insurance                                               |  |                                                             | 50,000    |                                           |   | 10,000                                    |  |                                          | 10,000    |                                                                 |   | 30,000     |  |   | 10,000   
|Other formation and operating costs                     |  |                                                             | 21,917    |                                           |   | 7,831                                     |  |                                          | 1,795     |                                                                 |   | 17,540     |  |   | 2,673    
|                                                        |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Total Expenses                                          |  |                                                             | 414,073   |                                           |   | 48,494                                    |  |                                          | 61,803    |                                                                 |   | 257,070    |  |   | 62,681   
|                                                        |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Income before taxes                                     |  |                                                             | 1,397,033 |                                           |   | 358,362                                   |  |                                          | 199,722   |                                                                 |   | 968,615    |  |   | 198,844  
|                                                        |  |                                                             |           |                                           |  
|Provision for income taxes                              |  |                                                             | 477,731   |                                           |   | 119,166                                   |  |                                          | 60,799    |                                                                 |   | 329,329    |  |   | 60,799   
|                                                        |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Net income                                              |  | $                                                           | 919,302   |                                           | $ | 239,196                                   |  | $                                        | 138,923   |                                                                 | $ | 639,286    |  | $ | 138,045  
|                                                        |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Earnings per share - basic and diluted                  |  | $                                                           | 0.10      |                                           | $ | 0.02                                      |  | $                                        | 0.02      |                                                                 | $ | 0.06       |  | $ | 0.02     
|                                                        |  |                                                             |           |                                           |   |                                           |  |                                          |           |                                                                 |   |            |  |   |          
|Weighted average shares outstanding - basic and diluted |  |                                                             | 9,054,215 |                                           |   | 10,575,166                                |  |                                          | 8,847,402 |                                                                 |   | 10,575,166 |  |   | 5,749,768

Various expenses for the period April 15, 2005 (inception) to September 30, 2006, have been reclassified
to correspond with current account groupings.

See notes to condensed financial statements



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##### Table of Contents

OAKMONT ACQUISITION CORP.

(A Corporation in the Development Stage)

CONDENSED STATEMENT OF CASHFLOWS

(Unaudited)



|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|------------------------------------------------------------------------------------------- |  | -------------------------------------------------------------- | ----------- | - | --------------------------------------------- | - | -------- | -------------------------------------------- |  | - | -------------------------------------------- | - |  | ----------------------------------------------------------------- | ---------- | - |  | - | ----------- | -
|                                                                                            |  | Cumulative from April 15, 2005(inception) toSeptember 30, 2006 |             |   | For the Three Months Ended September 30, 2006 |   |          | For the Three Months EndedSeptember 30, 2005 |  |   | For the Nine Months Ended September 30, 2006 |   |  | For the period from April 15, 2005(inception) toSeptember 30,2005 |           
|CASH FLOWS FROM OPERATING ACTIVITIES                                                        |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Net Income                                                                                  |  | $                                                              | 919,302     |   |                                               | $ | 239,196  |                                              |  | $ | 138,923                                      |   |  | $                                                                 | 639,286    |   |  | $ | 138,045     |  
|Adjustments to reconcile net income to net cash provided by (used in) operating activities: |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Accrued interest on treasury bills held in Trust                                            |  |                                                                | (2,263,600  | ) |                                               |   | (508,507 | )                                            |  |   | (326,866                                     | ) |  |                                                                   | (1,531,915 | ) |  |   | (326,866    | )
|Increases (Decreases) in capital taxes payable                                              |  |                                                                | 13,642      |   |                                               |   | 4,535    |                                              |  |   |                                             |   |  |                                                                   | (15,497    | ) |  |   |            |  
|Increase (Decrease) in income taxes payable                                                 |  |                                                                | 221,896     |   |                                               |   | 103,331  |                                              |  |   | 60,799                                       |   |  |                                                                   | 73,494     |   |  |   | 60,799      |  
|Increase in deferred interest                                                               |  |                                                                | 452,494     |   |                                               |   | 101,650  |                                              |  |   | 65,340                                       |   |  |                                                                   | 306,230    |   |  |   | 65,340      |  
|(Increase) Decrease in prepaid expenses                                                     |  |                                                                | (290,068    | ) |                                               |   | (257,778 | )                                            |  |   | (38,710                                      | ) |  |                                                                   | (264,109   | ) |  |   | (38,710     | )
|Increase in accounts payable and accrued expenses                                           |  |                                                                | 175,483     |   |                                               |   | 132,268  |                                              |  |   | 26,043                                       |   |  |                                                                   | 163,284    |   |  |   | 26,921      |  
|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Net cash used by operating activities                                                       |  |                                                                | (770,851    | ) |                                               |   | (185,305 | )                                            |  |   | (74,471                                      | ) |  |                                                                   | (629,227   | ) |  |   | (74,471     | )
|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|CASH FLOWS FROM INVESTING ACTIVITIES                                                        |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Cash deposited in Trust Fund                                                                |  |                                                                | (46,349,426 | ) |                                               |   |         |                                              |  |   | (46,349,426                                  | ) |  |                                                                   |           |   |  |   | (46,349,426 | )
|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|                                                                                            |  |                                                                | (46,349,426 | ) |                                               |   |         |                                              |  |   | (46,349,426                                  | ) |  |                                                                   |           |   |  |   | (46,349,426 | )
|CASH FLOWS FROM FINANCING ACTIVITIES                                                        |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Gross proceeds from public offering                                                         |  |                                                                | 51,450,995  |   |                                               |   |         |                                              |  |   | 51,450,995                                   |   |  |                                                                   |           |   |  |   | 51,450,995  |  
|Proceeds from notes payable, stockholders                                                   |  |                                                                | 75,000      |   |                                               |   |         |                                              |  |   | 75,000                                       |   |  |                                                                   |           |   |  |   | 75,000      |  
|Repayment of notes payable, stockholders                                                    |  |                                                                | (75,000     | ) |                                               |   |         |                                              |  |   | (75,000                                      | ) |  |                                                                   |           |   |  |   | (75,000     | )
|Proceeds from sale of shares of common stock                                                |  |                                                                | 25,000      |   |                                               |   |         |                                              |  |   | 25,000                                       |   |  |                                                                   |           |   |  |   | 25,000      |  
|Proceeds from issuance of option                                                            |  |                                                                | 100         |   |                                               |   |         |                                              |  |   | 100                                          |   |  |                                                                   |           |   |  |   | 100         |  
|Costs of the public offering                                                                |  |                                                                | (4,090,189  | ) |                                               |   |         |                                              |  |   | (4,090,189                                   | ) |  |                                                                   |           |   |  |   | (4,090,189  | )
|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Net cash provided by financing activities                                                   |  |                                                                | 47,385,906  |   |                                               |   |         |                                              |  |   | 47,385,906                                   |   |  |                                                                   |           |   |  |   | 47,385,906  |  
|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Net increase (decrease) in cash                                                             |  | $                                                              | 265,629     |   |                                               | $ | (185,305 | )                                            |  | $ | 962,009                                      |   |  | $                                                                 | (629,227   | ) |  | $ | 962,009     |  
|                                                                                            |  |                                                                |             |   |                                              
|Cash at beginning of period                                                                 |  |                                                                |            |   |                                               |   | 450,934  |                                              |  |   |                                             |   |  |                                                                   | 894,856    |   |  |   |            |  
|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Cash at end of period                                                                       |  | $                                                              | 265,629     |   |                                               | $ | 265,629  |                                              |  | $ | 962,009                                      |   |  | $                                                                 | 265,629    |   |  | $ | 962,009     |  
|                                                                                            |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Supplemental schedule of non-cash financing activities:                                     |  |                                                                |             |   |                                               |   |          |                                              |  |   |                                              |   |  |                                                                   |            |   |  |   |             |  
|Accrual of costs of the public offering                                                     |  |                                                                |             |   |                                               |   |          |                                              |  | $ | 140,544                                      |   |  |                                                                   |            |   |  |   |             |  

See notes to condensed financial statements



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##### Table of Contents

OAKMONT ACQUISITION CORP.

(A Corporation in the Development Stage)

STATEMENT OF STOCKHOLDERS EQUITY

(Unaudited)



|                                                                                                                                                         |  |              |  |                           |       |  |                                                |            |       |  |   |         |  |   |            |  
|-------------------------------------------------------------------------------------------------------------------------------------------------------- |  | ------------ |  | ------------------------- | ----- |  | ---------------------------------------------- | ---------- | ----- |  | - | ------- |  | - | ---------- | -
|                                                                                                                                                         |  | Common Stock |  | AdditionalPaid-in-Capital |       |  | Earningsaccumulated duringthe developmentstage |            | Total | 
|                                                                                                                                                         |  | Shares       |  | Amount                    |       |  |                                               
|Sale of 2,000,000 shares of common stock to initial stockholders on April 15, 2005 at $0.125 per share                                                   |  | 2,000,000    |  | $                         | 200   |  | $                                              | 24,800     |       |  |   |         |  | $ | 25,000     |  
|Sale of 8,000,000 units, net of underwriters discount and offering expenses (includes 1,599,200 shares subject to possible conversion)
on July 18, 2005 |  | 8,000,000    |  |                           | 800   |  |                                                | 44,171,458 |       |  |   |         |  |   | 44,172,258 |  
|                                                                                                                                                         |  |              |  |                           |       |  |                                                |            |       |  |   |         |  |   |           |  
|Proceeds subject to possible conversion of 1,599,200 shares                                                                                              |  |              |  |                           |       |  |                                                | (8,623,686 | )     |  |   |         |  |   | (8,623,686 | )
|                                                                                                                                                         |  |              |  |                           |       |  |                                                |            |       |  |   |         |  |   |           |  
|Proceeds from issuance of option                                                                                                                         |  |              |  |                           |       |  |                                                | 100        |       |  |   |         |  |   | 100        |  
|                                                                                                                                                         |  |              |  |                           |       |  |                                                |            |       |  |   |         |  |   |           |  
|Sale of 575,166 units, net of underwriters discount and offering expenses (includes 114,976 shares subject to possible conversion) on
July 26, 2005     |  | 575,166      |  |                           | 58    |  |                                                | 3,188,491  |       |  |   |         |  |   | 3,188,549  |  
|Proceeds subject to possible conversion of 114,976 shares                                                                                                |  |              |  |                           |       |  |                                                | (641,564   | )     |  |   |         |  |   | (641,564   | )
|Retained Earnings                                                                                                                                        |  |              |  |                           |       |  |                                                |            |       |  |   | 680,106 |  |   | 680,106    |  
|                                                                                                                                                         |  |              |  |                           |       |  |                                                |            |       |  |   |         |  |   |            |  
|Balance, June 30, 2006                                                                                                                                   |  | 10,575,166   |  |                           | 1,058 |  |                                                | 38,119,599 |       |  |   | 680,106 |  |   | 38,800,763 |  
|Net income for the period                                                                                                                                |  |              |  |                           |       |  |                                                |            |       |  |   | 239,196 |  |   | 239,196    |  
|                                                                                                                                                         |  |              |  |                           |       |  |                                                |            |       |  |   |         |  |   |            |  
|Balance, September 30, 2006                                                                                                                              |  | 10,575,166   |  | $                         | 1,058 |  | $                                              | 38,119,599 |       |  | $ | 919,302 |  | $ | 39,039,959 |  
|                                                                                                                                                         |  |              |  |                           |       |  |                                                |            |       |  |   |         |  |   |            |  

See notes to condensed financial statements



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##### Table of Contents

OAKMONT ACQUISITION CORP.

(A Corporation in the Development Stage)

NOTES TO CONDENSED FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION

The condensed financial statements at September 30, 2006 and for the three months ended
September 30, 2006 and for the nine months ended September 30, 2006 are un-audited and include the accounts of Oakmont Acquisition Corporation (a corporation in the development stage) (the Company).

In the opinion of management, all adjustments (consisting of normal accruals) have been made that are necessary to present fairly the financial position of the Company
as of September 30, 2006 and the results of its operations and its cash flows for the three months ended September 30, 2006 and for the nine months ended September 30, 2006. The Company commenced operations effective April 15,
2005. Operating results for the interim periods presented are not necessarily indicative of the results to be expected for a full year. The financial information presented should be read in conjunction with the audited financial statements and
related notes as of December 31, 2005 and for the period from inception, April 15, 2005, to December 31, 2005, in the Companys annual report on Form 10-KSB for the year then ended.

The statements and related notes have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission. Accordingly, certain
information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and regulations.

2. ORGANIZATION, BUSINESS OPERATIONS, AND SUBSEQUENT EVENTS

Oakmont Acquisition Corp. was incorporated in Delaware on April 15, 2005 as a blank check company whose objective is to acquire an operating business.

The financial information in this report has not been audited, but in the opinion of management, all adjustments (consisting of normal recurring adjustments) considered
necessary to present fairly such information have been included.

All activity from April 15, 2005 (inception) through September 30, 2006 relates
to the Companys formation and initial public offering described below. The Company has selected December 31 as its fiscal year-end. These statements and related notes have been prepared pursuant to the rules and regulations of the U.S.
Securities and Exchange Commission. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to such rules and
regulations.

The registration statement for the Companys initial public offering (Offering) for 8,000,000 Units (Units) was
declared effective July 12, 2005. The Company consummated the Offering on July 18, 2005 and, on July 26, 2005, the underwriter exercised its over-allotment option for 575,166 Units, with the Company receiving aggregate net proceeds of
approximately $47,361,000 (See Note 3). The Companys management has broad discretion with respect to the specific application of the net proceeds of the Offering, although substantially all of the net proceeds of the Offering are intended to
be generally applied toward consummating a business combination with an operating business (Business Combination). Furthermore, there is no assurance that the Company will be able to successfully effect a Business Combination. An amount
of $46,349,426 of the net proceeds is being held in an interest-bearing trust account (Trust Account) until the earlier of (i) the consummation of a Business Combination or (ii) liquidation of the Company. Under the agreement
governing the Trust Account, funds will only be invested in United States government securities within the meaning of Section 2(a)(16) of the Investment Company Act of 1940 having a maturity of 180 days or less, and/or in any open
ended investment company registered under the Investment Company Act of 1940 that holds itself out as a money market fund selected by the Company meeting the conditions of paragraphs (c)(2), (c)(3) and (c)(4) of Rule 2a-7 promulgated under the
Investment Company Act of 1940. At September 30, 2006, the value of the Trust Fund account amounted to approximately $48,613,026. The placing of funds in the Trust Account may not protect those funds from third party claims against the Company.
Although the Company will seek to have all vendors, prospective target businesses or other entities it engages, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to any monies held in the Trust
Account, there is no guarantee that they will execute such agreements. Two of the Companys officers have severally agreed that they will be personally liable to ensure that the proceeds in the Trust Account are not reduced by the claims of
target businesses or vendors or other entities that are owed money by the Company for services rendered or contracted for or products sold to the Company. However, there can be no assurance that these officers will be able to satisfy those
obligations. The remaining net proceeds (not held in the Trust Account) may be used for tax payments and business, legal and accounting due diligence on prospective acquisitions and continuing general and administrative expenses.



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The Company, after signing a definitive agreement for the acquisition of a target business, will submit such transaction
for stockholder approval. In the event that stockholders owning 20% or more of the shares sold in the Offering vote against the Business Combination and exercise their conversion rights described below, the Business Combination will not be
consummated

All of the Companys stockholders prior to the Offering, including all of the officers and directors of the Company (Initial
Stockholders), have agreed to vote their 2,000,000 founding shares of common stock in accordance with the vote of the majority in interest of all other stockholders of the Company (Public Stockholders) with respect to any Business
Combination. After consummation of a Business Combination, these voting safeguards will no longer be applicable.

With respect to a Business Combination
which is approved and consummated, any Public Stockholder who voted against the Business Combination may demand that the Company convert his or her shares. The per share conversion price will equal the amount in the Trust Account, calculated as of
two business days prior to the consummation of the proposed Business Combination, divided by the number of shares of common stock held by Public Stockholders at the consummation of the Offering. Accordingly, Public Stockholders holding 19.99% of the
aggregate number of shares owned by all Public Stockholders may seek conversion of their shares in the event of a Business Combination. Such Public Stockholders are entitled to receive their per share interest in the Trust Account computed without
regard to the shares held by Initial Stockholders. Accordingly, a portion of the net proceeds from the offering (19.99% of the amount originally held in the Trust Fund) has been classified as common stock subject to possible redemption in the
accompanying balance sheet and 19.99% of the related interest earned has been recorded as deferred interest.

The Companys Certificate of
Incorporation provides for mandatory liquidation of the Company in the event that the Company does not consummate a Business Combination within 18 months from the date of the consummation of the Offering, or 24 months from the consummation of the
Offering if certain extension criteria have been satisfied. There is no assurance that the Company will be able to successfully effect a Business Combination during this period. This factor raises substantial doubt about the Companys ability
to continue as a going concern. The accompanying financial statements are prepared assuming the Company will continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.
In the event of liquidation, it is likely that the per share value of the residual assets remaining available for distribution (including Trust Account assets) will be less than the initial public offering price per share in the Offering (assuming
no value is attributed to the Warrants contained in the Units issued in the Offering as discussed in Note 3).

Management does not believe that any
recently issued, but not yet effective, accounting standards if currently adopted would have a material effect on the accompanying financial statements.

3. INITIAL PUBLIC OFFERING

In connection with the Offering and the underwriters exercise of its over-allotment
option, the Company sold 8,575,166 Units in July 2005. Each Unit consists of one share of the Companys common stock, $.0001 par value, and two Redeemable Common Stock Purchase Warrants (Warrants). Each Warrant entitles the holder
to purchase from the Company one share of common stock at an exercise price of $5.00 commencing the later of the completion of a Business Combination or one year from the effective date of the Offering and expiring four years from the effective date
of the Offering. The Warrants will be redeemable at a price of $.01 per Warrant upon 30 days notice after the Warrants become exercisable, only in the event that the last sale price of the common stock is at least $8.50 per share for any 20
trading days within a 30 trading day period ending on the third day prior to the date on which notice of redemption is given. In connection with the Offering and the underwriters exercise of its over-allotment option, the Company paid the
underwriters an underwriting discount of 7% of the related gross proceeds.

In connection with the Offering, the Company also issued an option to the
underwriters, for $100, to purchase up to a total of 720,000 Units. The Units issuable upon exercise of this option are identical to those offered by the prospectus, except that each of the Warrants underlying this option entitles the holder to
purchase one share of our common stock at a price of $5.70. This option is exercisable at $7.50 per unit commencing on the later of the consummation of a business combination and one year from the date of the offering and expiring five years from
the date of the offering. In lieu of exercise, the option may be converted into units (i.e., a cashless exercise) to the extent that the market value of the units at the time of conversion exceeds the exercise price of the option. The
option may only be exercised or converted by the option holder.



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The sale of the option was accounted for as an equity transaction. Accordingly, there was no net impact on the
Companys financial position or results of operations, except for the recording of the $100 proceeds from the sale. The Company has determined, based upon a Black-Scholes model that the fair value of the option on the date of sale was
approximately $513,410, using an expected life of four years, volatility of 18.5% and a risk-free interest rate of 3.85%.

4. COMMITMENTS AND RELATED PARTY TRANSACTIONS

The Company utilizes certain limited administrative, technology and secretarial services, as well as
certain limited office space provided by an affiliate of four Initial Stockholders. Such affiliate has agreed that, until the acquisition of a target business by the Company, it will make such services available to the Company, as may be required by
the Company from time to time. The Company has agreed to pay such affiliate $7,500 per month for such services commencing on the effective date of the Offering. The statement of operations for the three (3) month period ended September 30,
2006 includes $7,500 of expense related to this agreement for the month of July, following which the agreement has been suspended, and therefore no charge has or will be made for August and September. The Company utilizes financial and advisory
consulting services from Andrew M. Rooke, who was appointed a director of the Company in August, 2006. The statements of operations for the three (3) month period ended September 30, 2006 includes $68,611 of expense related to this agreement.

Pursuant to letter agreements dated April 15, 2005 with the Company and the Representative, the Initial Stockholders have waived their right to
receive distributions with respect to their founding shares upon the Companys liquidation.

The Companys Chief Executive Officer, Robert J.
Skandalaris, and its President, Michael C. Azar, have agreed with the underwriters that within the first forty trading days after separate trading of the Warrants has commenced, they or certain of their affiliates or designees will collectively
purchase up to 1,600,000 Warrants in the public marketplace at prices not to exceed $0.70 per Warrant. They have further agreed that any warrants purchased by them or their affiliates or designees will not be sold or transferred until after the
Company has completed a business combination. The Warrants may trade separately on the 90thday after the offering
unless the underwriters determine that an earlier date is acceptable. During October 2005, Mr. Skandalaris and Mr. Azar satisfied their commitment to purchase up to 1,600,000 Warrants in the public marketplace.

Pursuant to an agreement, the Initial Stockholders are entitled to registration rights with respect to their founding shares. The holders of the majority of these shares
are entitled to make up to two demands that the Company register these shares at any time after the date on which these shares of common stock are released from escrow. In addition, the Initial Stockholders have certain piggy-back
registration rights on registration statements filed subsequent to the third anniversary of the effective date of the Offering.

The Company has paid the
fees and issued the securities to the underwriters in the Offering as described in Note 3 above.

Basic earnings per share is computed by dividing net
income by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings per share reflects the additional dilution for all potentially dilutive securities such as stock warrants and options. The effect of the
17,150,332 outstanding warrants, issued in connection with the Offering described in Note 3 has not been considered in diluted earnings per share since the warrants are contingently exercisable. The effect of the 720,000 Units included in the
underwriters purchase option, as described in Note 3, along with the warrants underlying such units, has not been considered in the diluted earnings per share calculation since the market price of the option was less than the exercise price
during the period.

The Company maintains its cash balances in a bank with balances insured by the FDIC up to $100,000. At September 30, 2006, the
Companys balance in its checking account exceeded the FDIC insurable limit.

Deferred income taxes are provided for the differences between the bases
of assets and liabilities for financial reporting and income tax purposes. A valuation allowance is established when necessary to reduce deferred tax assets to the amounts expected to be realized.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates
and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. In December 2004,
the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 123 (revised 2004) (SFAS 123(R)), Share Based Payment. SFAS 123(R) requires all share-based payments to employees, including
grants of employee stock options, to be recognized in the financial statements based on their fair values. The Company was required to adopt SFAS 123(R) effective January 1, 2006. The Company does not believe that the adoption of SFAS
No. 123(R) will have a significant impact on its financial condition or results of operations.



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5. PROPOSED ACQUISITION

On July 28, 2006, the Company entered into a definitive Agreement with One Source Equipment Rentals, LLC, One Source Equipment Rentals of Lafayette,
LLC, One Source Equipment Rentals of Dayton, LLC, One Source Equipment Rentals of Morton, LLC, One Source Equipment Rentals of Decatur, LLC, One Source Equipment Rentals of Granite City, LLC, and One Source Equipment Rentals, LLC, Members. Pursuant
to the Purchase Agreement, Oakmont will acquire all of the assets and will assume certain liabilities of Sellers for an aggregate purchase price of $17.2 million. Oakmont will assume approximately $24.0 million of indebtedness of One Source,
consisting of approximately $22.7 million of capital leases, a $500,000 bank line of credit, an approximately $805,000 term note. Of the $17.2 million purchase price, $1.2 million will be delivered by Oakmont in the form of a subordinated note in
favor of Sellers, with the remainder delivered in cash. In lieu of receiving the cash consideration, each Seller shall have the option to elect to receive shares of Oakmont common stock that will be restricted securities subject to
certain resale restrictions under Rule 144 of the Securities Act of 1933, as amended (the Securities Act). The amount of such stock consideration shall be calculated by dividing the cash consideration by the closing price as quoted on
the OTCBB of the common stock on the close of business on the day prior to the closing date of the acquisition, provided, however, no fractional shares of common stock shall be issued pursuant thereto and, in lieu thereof, any said fractional shares
shall be paid the cash equivalent value thereof. The purchase price is subject to a post-closing adjustment based on the current portion of Sellers net working capital as of a date just prior to the closing date of the Purchase Agreement,
adjusted to remove the current portion of any liabilities associated with equipment leases. After the acquisition, Oakmont intends to transfer the acquired assets and liabilities of One Source into two wholly-owned operating limited liability
company subsidiaries.

The acquisition is subject to the approval of the Companys shareholders and certain other conditions, including that the
acquisition cannot proceed if holders of 20% or more of the Companys common stock vote against the acquisition and demand that their shares of common stock of the Company be converted to cash.

For a more complete discussion of our proposed business combination, see our Current Report on Form 8-K, dated August 1, 2006 and filed with the Securities and
Exchange Commission on August 1, 2006 and our Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1), filed on October 27, 2006.

Item 2. Managements Discussion and Analysis or Plan of Operation

The following discussion should be read in
conjunction with the financial statements and footnotes thereto incorporated by reference in this report.

Forward Looking Statements

Certain statements contained in this interim report that are not historical facts, including, but not limited to, statements that can be identified by the use of
forward-looking terminology such as may, expect, anticipate, predict, believe, plan, estimate or continue or the negative thereof or other variations
thereon or comparable terminology, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, and involve a number of risks and uncertainties. The actual results of the future events described in such
forward-looking statements in this interim report could differ materially from those stated in such forward-looking statements due to various factors, including but not limited to, our being a development stage company with no operating history, our
dependence on key personnel some of whom may join us following a business combination, our personnel allocating their time to other businesses and potentially having conflicts of interest with our business, our potentially being unable to obtain
additional financing to complete a business combination, the ownership of our securities being concentrated and those other risks and uncertainties detailed in the Companys filings with the Securities and Exchange Commission, including our
Registration Statement on Form S-1 that was declared effective July 12, 2005 and the definitive Prospectus thereunder.

Plan of Operation

We were formed on April 15, 2005, to serve as a vehicle to effect a merger, capital stock exchange, asset acquisition or other similar



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business combination with an operating business. We intend to utilize cash derived from the proceeds of this offering,
our capital stock, debt or a combination of cash, capital stock and debt, in effecting a business combination. Our activities to date have been comprised solely of organizational activities, preparing for and consummating the Offering, and efforts
associated with identifying a target for a business combination.

On July 18, 2005 we consummated our initial public offering of 8,000,000 Units, with
each Unit consisting of one share of our common stock and two warrants. On July 26, 2005, we consummated the closing of an additional 575,166 Units that were subject to the over-allotment option. Gross proceeds from our initial public offering
were approximately $51,451,000. We paid a total of $3,601,570 in underwriting discounts and commissions, and approximately $490,000 was or will be paid for costs and expenses related to the offering. After deducting the underwriting discounts and
commissions and the offering expenses, the total net proceeds to us from the offering were approximately $47,361,000, of which $46,349,426 was deposited into the trust account (or $5.40 per share sold in the offering). The remaining proceeds are
available to be used by us to provide for business, legal and accounting due diligence on prospective acquisitions, tax payments and continuing general and administrative expenses. We intend to use substantially all of the net proceeds of this
offering to acquire a target business, including identifying and evaluating prospective acquisition candidates, selecting the target business, and structuring, negotiating and consummating the business combination. To the extent that our capital
stock is used in whole or in part as consideration to effect a business combination, the proceeds held in the trust fund as well as any other net proceeds not expended will be used to finance the operations of the target business. We believe we will
have sufficient available funds outside of the trust fund to operate through July 18, 2007, assuming that a business combination is not consummated during that time or if necessary that sufficient funds will be advanced to operate assuming a
business combination is not consummated during that time.We do not believe we will need to raise additional funds following this offering in order to meet the expenditures required for operating our business. However, we may need to raise additional
funds through a private offering of debt or equity securities if such funds are required to consummate a business combination that is presented to us. We would only consummate such a financing simultaneously with the consummation of a business
combination. As at September 30, 2006, we had cash of approximately $265,629.

Commencing on July 12, 2005, we began incurring a fee from Quantum
Value Management, LLC, an affiliate of Messrs. Skandalaris and Azar, and David Langevin, of $7,500 per month for providing us with certain administrative, technology and secretarial services, as well as the use of certain limited office space in
Bloomfield Hills, MI. This fee was suspended as at July 31, 2006, and will end upon the acquisition of a target business. In addition, in April 2005, Messrs. Skandalaris and Azar advanced an aggregate of $75,000 to us for payment on our behalf
of offering expenses. These loans were repaid following our initial public offering from the proceeds of the offering.

Net income of $239,196 reported for
the quarter ended September 30, 2006 consists primarily of $12,688 for professional fees, $10,362 for franchise and capital taxes, $7,613 for rent and office expenses, $10,000 for director and officer liability insurance expenses, $7,831 for
formation and operating costs, and $119,166 for federal income taxes. Interest on the trust fund investment was $406,856, excluding $101,650 of deferred interest.

Net income of $639,286 reported for the nine (9) month period to September 30, 2006 consists primarily of $117,151 for professional fees, $31,150 for franchise and capital taxes, $7,870 for business meals, travel and entertainment
expenses, $53,359 for rent and office expenses, $30,000 for director and officer liability insurance expenses, $17,540 for formation and operating costs, and $329,329 for federal income taxes. Interest on the trust fund investment was $1,225,685
excluding $306,230 of deferred interest.

Net income of $919,302 reported for the period since inception to September 30, 2006 consists primarily of
$174,556 for professional fees, $60,289 for franchise and capital taxes, $11,648 for business meals, travel and entertainment expenses, $95,663 for rent and office expenses, $50,000 for director and officer liability insurance expenses, $21,917 for
formation and operating costs, and $477,731 for federal income taxes. Interest on the trust fund investment was $1,811,106, excluding $452,494 of deferred interest.



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Recent Developments:

On July 28, 2006, the Company entered into a definitive Agreement with One Source Equipment Rentals, LLC, One Source Equipment Rentals of Lafayette,
LLC, One Source Equipment Rentals of Dayton, LLC, One Source Equipment Rentals of Morton, LLC, One Source Equipment Rentals of Decatur, LLC, One Source Equipment Rentals of Granite City, LLC, and One Source Equipment Rentals, LLC, Members. Pursuant
to the Purchase Agreement, Oakmont will acquire all of the assets and will assume certain liabilities of Sellers for an aggregate purchase price of $17.2 million. Oakmont will assume approximately $24.0 million of indebtedness of One Source,
consisting of approximately $22.7 million of capital leases, a $500,000 bank line of credit, an approximately $805,000 term note. Of the $17.2 million purchase price, $1.2 million will be delivered by Oakmont in the form of a subordinated note in
favor of Sellers, with the remainder delivered in cash. In lieu of receiving the cash consideration, each Seller shall have the option to elect to receive shares of Oakmont common stock that will be restricted securities subject to
certain resale restrictions under Rule 144 of the Securities Act of 1933, as amended (the Securities Act). The amount of such stock consideration shall be calculated by dividing the cash consideration by the closing price as quoted on
the OTCBB of the common stock on the close of business on the day prior to the closing date of the acquisition, provided, however, no fractional shares of common stock shall be issued pursuant thereto and, in lieu thereof, any said fractional shares
shall be paid the cash equivalent value thereof. The purchase price is subject to a post-closing adjustment based on the current portion of Sellers net working capital as of a date just prior to the closing date of the Purchase Agreement,
adjusted to remove the current portion of any liabilities associated with equipment leases. After the acquisition, Oakmont intends to transfer the acquired assets and liabilities of One Source into two wholly-owned operating limited liability
company subsidiaries.

The acquisition is subject to the approval of the Companys shareholders and certain other conditions, including that the
acquisition cannot proceed if holders of 20% or more of the Companys common stock vote against the acquisition and demand that their shares of common stock of the Company be converted to cash.

For a more complete discussion of our proposed business combination, see our Current Report on Form 8-K, dated August 1, 2006 and filed with the Securities and
Exchange Commission on August 1, 2006 and our Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. 1), filed on October 27, 2006.

Item 3. Controls and Procedures

An evaluation of the effectiveness of our disclosure controls and procedures as of the end
of the period covered by this report was made under the supervision and with the participation of our management, including our chief executive officer and our chief financial officer. Based on this evaluation, our chief executive officer and chief
financial officer concluded as of the Evaluation Date that our disclosure controls and procedures were effective such that the information relating to the Company, including consolidated subsidiaries, required to be disclosed in our Securities and
Exchange Commission (SEC) reports (i) is recorded, processed, summarized and reported within the time periods specified in SEC rules and forms, and (ii) is accumulated and communicated to the Companys management,
including our chief executive officer and chief financial officer, as appropriate to allow timely decisions regarding required disclosure. During the most recently completed fiscal quarter, there has been no significant change in our internal
control over financial reporting that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

PART II.

OTHER INFORMATION

Item 2: Unregistered Sales of Equity Securities and Use of Proceeds

On July 18, 2005, we consummated our initial
public offering of 8,000,000 Units, with each unit consisting of one share of our common stock and two warrants, each to purchase one share of our common stock at an exercise price of $5.00 per share. On July 26, 2005, we closed on an
additional 575,166 units that were subject to the underwriters over-allotment option. The units were sold at an offering price of $6.00 per unit, generating total gross proceeds of approximately $51,451,000. Morgan Joseph & Co. acted
as the lead manager and Wells Fargo Securities, LLC acted as the co-manager of the offering. The securities sold in the offering were registered under the Securities Act of 1933 on a registration statement on Form S-1 (No. 333-124380). The
Securities and Exchange Commission declared the registration statement effective on July 12, 2005.



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We paid a total of $3,601,570 in underwriting discounts and commissions, and approximately $490,000 has been paid for
costs and expenses related to the offering.

After deducting the underwriting discounts and commissions and the offering expenses, the total net proceeds
to us from the offering were approximately $47,361,000, of which $46,349,426 was deposited into the trust account (or $5.40 per share sold in the offering) and the remaining proceeds are available to be used to provide for business, legal and
accounting due diligence on prospective business combinations and continuing general and administrative expenses.

For a description of the use of the
proceeds generated in our initial public offering, see Part I, Item 2 of this Form 10-QSB.

Item 6: Exhibits and Reports on Form 8-K



|(a) | Exhibits:
|--- | ---------



|     |  |                                 
|---- |  | --------------------------------
|31.1 |  | Section 302 Certification by CEO
|     | 
|31.2 |  | Section 302 Certification by CFO
|     | 
|32.1 |  | Section 906 Certification by CEO
|     | 
|32.2 |  | Section 906 Certification by CFO



| | (b) | Form 8-K filed on October 23, 2006 concerning the entry into a Warrant Clarification Agreement Form 8-K filed on November 3, 2006 concerning presentations to stockholders
of its proposed acquisition of One Source Equipment Rentals LLC and related parties.
| | --- | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------



| | (c) | 
| | --- | 

SIGNATURES

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

Dated: November 14, 2006



OAKMONT ACQUISITION CORP./s/ Michael C. AzarMichael C. AzarPresident, Secretary, Chief Accounting Officer
and Director




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EXHIBIT INDEX



|       |  |             |  |                                 
|------ |  | ----------- |  | --------------------------------
|Number |  | Description
|(a)    |  | Exhibits:   |  |                                 
|       |  |            
|       |  | 31.1        |  | Section 302 Certification by CEO
|       |  |            
|       |  | 31.2        |  | Section 302 Certification by CFO
|       |  |            
|       |  | 32.1        |  | Section 906 Certification by CEO
|       |  |            
|       |  | 32.2        |  | Section 906 Certification by CFO



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