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

                                   FORM 10-QSB/A

      (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, 2005

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

       For the transition period from ________________ to _______________

                                     0-13738
                            (Commission file number)

                             THE SAINT JAMES COMPANY
                             -----------------------

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

   NORTH CAROLINA                                      56-1426581
   -------------                                       ----------
(State or Other Jurisdiction                        (IRS Employer
  of Incorporation or Organization)               Identification No.)

             4505 Las Virgenes Road, Suite 210, Calabasas, CA 91302
            - ------------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (310) 739-5696
                (Issuer's Telephone Number, Including Area Code)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act of 1934 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 [ ] 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] [_]

Indicate the number of shares  outstanding  of each of the  issuer's  classed of
common stock, as of the latest practicable date

As of Janaury 25, 2008, there were 11,999,057  shares of the registrant's  sole
class of common shares outstanding.

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



<PAGE>
<TABLE>
<CAPTION>





                             THE SAINT JAMES COMPANY
                                      Index
<S>                                                                                           <C>


                                                                                               Page
                                                                                              Number
                                                                                              ------

PART I.    FINANCIAL INFORMATION

Item 1.    Financial Statements

           Balance Sheet as of September 30, 2005 (unaudited)                                    F-1

           Statements  of  Operations  for  the  three  and  nine  months  ended
           September 30, 2005 and 2004 and the period from January 1, 1999
           to September 30, 2005 (unaudited)                                                     F-2

           Statement of Stockholders' Deficit for the period from January 1,
           1999 to September 30, 2005 (unaudited)                                                F-3

           Statements of Cash Flows for the nine months ended September 30, 2005
           and 2004 and the period from January 1, 1999 to September 30, 2005
          (unaudited)                                                                            F-4

           Notes to Financial Statements (unaudited)                                             F-5

Item 2.    Management's Discussion and Analysis or Plan of Operations                            1

Item 3.    Controls and Procedures                                                               2


PART II.   OTHER INFORMATION                                                                     4

Item 1.    Legal Proceedings                                                                     4

Item 2.    Unregistered Sales of Equity Securities and Use of Proceeds                           4

Item 3.    Defaults Upon Senior Securities                                                       4

Item 4.    Submission of Matters to a Vote of Security Holders                                   5

Item 5.    Other Information                                                                     6

Item 6.    Exhibits                                                                              6


SIGNATURES                                                                                       7

</TABLE>


<PAGE>



PART I.    FINANCIAL INFORMATION

ITEM 1.    FINANCIAL STATEMENTS

<PAGE>
<TABLE>
<CAPTION>

                             The Saint James Company
                          (A Development Stage Company)
                                  Balance Sheet
                               September 30, 2005
                                   (Unaudited)
<S>                                                                                           <C>

               Assets


Total assets                                                                                               $ -
                                                                                              =================

                  Liabilities and Stockholders' Deficit

Current liabilities
     Accounts payable                                                                                 $ 25,616
     Advances from related parties                                                                      53,003
     Accrued interest                                                                                    8,921
     Accrued judgment                                                                                    5,894

                                                                                              -----------------
     Total current liabilities                                                                          93,434
                                                                                              -----------------
Commitment and contingencies                                                                                 -

Stockholders' deficit
     Preferred stock, $0.01 par value; 500,000
        shares authorized; 0 issued and outstanding                                                          -
     Common stock, $0.001 par value; 50,000,000
        shares authorized; 6,999,057 issued and outstanding                                              6,999
     Additional paid-in capital                                                                      3,552,576
     Deficit accumulated during development stage                                                   (3,653,009)
                                                                                              -----------------
     Total stockholders' deficit                                                                       (93,434)
                                                                                              -----------------
Total liabilities and stockholders' deficit                                                                 $ -
                                                                                              =================
                                      F-1

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


</TABLE>

<PAGE>
<TABLE>
<CAPTION>
                             The Saint James Company
                          (A Development Stage Company)
                            Statements of Operations
                                   (Unaudited)
<S>                                  <C>                 <C>              <C>                   <C>                 <C>

                                                                                                                    January 1, 1999
                                            Three Months Ended                       Nine Months Ended               Inception   to
                                      September 30,        September 30,      September, 30       September, 30       September, 30
                                         2005                   2004                 2005             2004                2005

                                     ------------------  -------------    ------------------    ----------------    ----------------
Sales                                $                -   $         -     $               -     $              -    $             -
Cost of Sales                                         -             -                     -                    -                  -
                                     ------------------  -------------    ------------------    ----------------    ----------------
Gross profit                                          -             -                     -                    -                  -

Operating expenses
     Research and development                         -             -                     -                    -                  -
     General and administrative                  17,500         7,500                32,500               39,365            177,220
                                     ------------------  -------------    ------------------    ----------------    ----------------
Total operating expenses                         17,500         7,500                32,500               39,365            177,220
                                     ------------------  -------------    ------------------    ----------------    ----------------
Loss from operation                             (17,500)       (7,500)              (32,500)             (39,365)          (177,220)
                                     ------------------  -------------    ------------------    ----------------    ----------------
Other income (expense)
     Other income                                     -             -                     -                    -              8,485
     Interest expense                              (171)         (171)                 (512)                (605)            (4,043)
                                     ------------------  ------------     ------------------    ----------------    ----------------
Total other income (expense)                       (171)         (171)                 (512)                (605)             4,442
                                     ------------------  ------------     ------------------    ----------------    ----------------
Income before taxes                             (17,671)       (7,671)              (33,012)             (39,970)          (172,778)

Provision for taxes                                   -             -                     -                    -                  -
                                     ------------------  ------------     ------------------    ----------------    ----------------
Net loss                             $          (17,671)  $    (7,671)    $         (33,012)    $        (39,970)    $     (172,778)
                                     ==================  ============     ==================    ================    ================
Net loss per shares - basic and
 diluted                             $           (0.02)   $     (0.01)    $           (0.03)    $          (0.04)
                                     ==================  ============     ==================    =====================
Weighted average shares outsanding           1,118,622        999,057             1,039,498              999,057
                                     ==================  ============     ==================    =====================

                                      F-2


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


</TABLE>



<PAGE>
<TABLE>
<CAPTION>

                             The Saint James Company
                          (A Development Stage Company)
                       Statement of Stockholders' Deficit
                                   (Unaudited)
<S>                                                <C>           <C>       <C>         <C>           <C>

                                                       Common Stock                      Deficit
                                                                                       Accumulated
                                                                          Additional     During
                                                                           Paid-in     Development
                                                     Shares       Amount   Capital        Stage         Total
                                                   ------------  --------  ----------- ------------- -----------
Balance, December 31, 1998                             999,057     $ 999   $ 3,460,568 $ (3,480,232)  $ (18,665)

Net loss                                                                                     (6,115)     (6,115)
                                                   ------------  --------  ----------- ------------- -----------
Balance, December 31, 1999                             999,057       999    3,460,568    (3,486,347)    (24,780)

Net loss                                                                                    (22,670)    (22,670)
                                                   ------------  --------  ----------- ------------- -----------
Balance, December 31, 2000                             999,057       999    3,460,568    (3,509,017)    (47,450)

Net loss                                                                                     (4,382)     (4,382)
                                                   ------------  --------  ----------- ------------- -----------
Balance, December 31, 2001                             999,057       999    3,460,568    (3,513,399)    (51,832)

Net loss                                                                                     (4,314)     (4,314)
                                                   ------------  --------  ----------- ------------- -----------
Balance, December 31, 2002                             999,057       999    3,460,568    (3,517,713)    (56,146)

Capital contribution from Funet                                                27,239                    27,239
Net loss                                                                                    (54,643)    (54,643)
                                                   ------------  --------  ----------- ------------- -----------
Balance, December 31, 2003                             999,057       999    3,487,807    (3,572,356)    (83,550)

Capital contribution from Funet                                                10,769                    10,769
Net loss                                                                                    (47,641)    (47,641)
                                                   ------------  --------  ----------- ------------- -----------
Balance, December 31, 2004                             999,057       999    3,498,576    (3,619,997)   (120,422)

Common Stock for accounts payable                    6,000,000     6,000       54,000                    60,000

Net loss                                                                                    (33,012)    (33,012)
                                                   ------------  --------  ----------- ------------- -----------
Balance, September 30, 2005                          6,999,057   $ 6,999   $ 3,552,576 $ (3,653,009)  $ (93,434)
                                                   ============  ========  =========== ============= ===========

                                      F-3

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


</TABLE>




<PAGE>
<TABLE>
<CAPTION>

                             The Saint James Company
                          (A Development Stage Company)
                            Statements of Cash Flows
                                   (Unaudited)
<S>                                                          <C>               <C>                <C>


                                                                                                     January 1, 1999
                                                                     Nine Months Ended                      to
                                                               September, 30     September, 30        September, 30
                                                                  2005              2004                  2005
                                                             ---------------   ----------------   ----------------------
Cash flows from operating activities
    Net loss                                                 $     (33,012)     $     (39,970)     $          (172,778)
    Adjustments to reconcile net loss to net
      cash used by operating activities:
         Gain on settlement of judgment                                  -                  -                   (8,485)
      Changes in operating assets and liabilities
         Decrease in prepaid expenses                                    -              1,485                        -
         Increase in accounts payable                               32,500             27,205                   80,617
         Increase in accrued interest                                  512                512                    8,921

                                                             ---------------   ----------------   ----------------------
Net cash used in operating activities                                     -            (10,768)                 (91,725)
                                                             ---------------   ----------------   ----------------------

Cash flows from financing activities
    Advances from related parties                                         -                  -                   53,003
    Capital contribution from Funet                                       -             10,768                   38,008

                                                             ---------------   ----------------   ----------------------
Net cash provided by financing activities                                 -             10,768                   91,011
                                                             ---------------   ----------------   ----------------------
Net (decrease) in cash                                                    -                  -                     (714)

Cash at beginning of period                                               -                  -                      714

                                                             ---------------   ----------------   ----------------------
Cash at end of period                                        $            -     $            -     $                     -
                                                             ===============   ================   ======================

SUPPLEMENTAL NON-CASH INVESTING AND FINANCING ACTIVITIES:
    Issuance of 6,000,000 shares for acounts payable
      valued at $60,000                                      $       60,000     $            -     $             60,000
                                                             ===============   ================   ======================

                                      F-4

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


</TABLE>




<PAGE>




                             THE SAINT JAMES COMPANY
                          (A Development Stage Company)
                        NOTES TO THE FINANCIAL STATEMENTS
                               September 30, 2005
                                   (Unaudited)


NOTE 1 - ORGANIZATION AND LINE OF BUSINESS


On January 10,  1984,  the Company,  now known as, The Saint James  Company (the
"Company") was incorporated  under the laws of the State of North Carolina under
the name Chem-Waste Corporation.  On July 19, 1984, the Company changed its name
to Radiation Disposal Systems, Inc. and on December 7, 2007 to its current name.
The Company re-entered the development stage on January 1, 1999 and is currently
a  development  stage  company  under the  provisions  of Statement of Financial
Accounting Standards ("SFAS") No. 7.



Due to the  Company's  limited  resources  the  Company  has  not  been  able to
aggressively pursue its business objectives and will be better positioned once
the Company's Common Stock is quoted on the  OTCBB, as  said  quotations may
facilitate financing.


NOTE 2 - BASIS OF  PRESENTATION,  MANAGEMENTS  PLAN AND  SUMMARY OF  SIGNIFICANT
ACCOUNTING POLICIES

BASIS OF PRESENTATION

Interim Period

The unaudited  consolidated financial statements have been prepared by The Saint
James  Company (the  "Company"),  pursuant to the rules and  regulations  of the
Securities and Exchange  Commission.  The information  furnished herein reflects
all adjustments  (consisting of normal recurring accruals and adjustments) which
are, in the opinion of  management,  necessary to fairly  present the  operating
results for the respective periods. Certain information and footnote disclosures
normally  present in annual  financial  statements  prepared in accordance  with
accounting  principles  generally  accepted in the United States of America have
been  omitted  pursuant to such rules and  regulations.  The results of the nine
months ended September 30, 2005 are not necessarily indicative of the results to
be expected for the full year ending December 31, 2005.

                                      F-5

<PAGE>





Development Stage Company

The Company has not earned any significant revenues from its limited operations.
Accordingly,  the  Company's  activities  have been  accounted for as those of a
"Development  Stage Enterprise" as set forth is Financial  Accounting  Standards
Board Statement No. 7 ("FASB 7"). Among the  disclosures  required by FASB 7 are
that the Company's financial  statements be identified as those of a development
stage  company,  and that the  statements  of  operation,  stockholders'  equity
(deficit)  and cash  flows  disclose  activity  since the date of the  Company's
inception.

Going Concern and Management's Plan

The  accompanying  financial  statements  have been prepared in conformity  with
accounting principles generally accepted in the United States of America,  which
contemplate continuation of the Company as a going concern. However, the Company
has no  operations  and has not  established  a source of  revenue.  This matter
raises  substantial  doubt  about the  Company's  ability to continue as a going
concern.  These financial  statements do not include any adjustments relating to
the recoverability and classification of recorded asset amounts,  or amounts and
classification  of  liabilities  that might be  necessary  should the Company be
unable to continue as a going concern.

Management plans to take the following steps that it believes will be sufficient
to provide the Company with the ability to continue in existence:

Management  intends to  actively  pursue  merger  candidates  that have  ongoing
operations and a source of revenue.

Significant Accounting Policies

USES OF ESTIMATES

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  reporting  amounts of assets and
liabilities  and disclosure of contingent  assets and liabilities at the date of
the  financial  statements  and the  reported  amounts of revenues  and expenses
during the periods.  Management makes these estimates using the best information
available at the time the  estimates  are made;  however,  actual  results could
differ materially from these estimates.

COMPREHENSIVE INCOME

SFAS No. 130,  Reporting  Comprehensive  Income,  establishes  standards for the
reporting  and  display  of  comprehensive  income  and  its  components  in the
financial  statements.  During the years ended  December 31, 2005 and 2004,  the
Company did not have any  components  of  comprehensive  income (loss) to report
and,  accordingly,  has not included a schedule of  comprehensive  income in the
financial statements.

                                      F-6

<PAGE>




INCOME TAXES

The  Company  accounts  for  income  taxes in  accordance  with  SFAS  No.  109,
Accounting for Income Taxes. Deferred taxes are provided on the liability method
whereby deferred tax assets are recognized for deductible temporary differences,
and deferred tax liabilities are recognized for taxable  temporary  differences.
Temporary differences are the differences between the reported amounts of assets
and  liabilities  and their tax bases.  Deferred  tax  assets  are  reduced by a
valuation  allowance when, in the opinion of management,  it is more likely than
not that some  portion  or all of the  deferred  tax  assets  will be  realized.
Deferred tax assets and  liabilities  are adjusted for the effects of changes in
tax laws and rates on the date of enactment.

NET LOSS PER SHARE

SFAS No.  128,  Earnings  per Share,  requires  dual  presentation  of basic and
diluted earnings or loss per share ("EPS") for all entities with complex capital
structures and requires a reconciliation of the numerator and denominator of the
basic EPS  computation  to the  numerator  and  denominator  of the  diluted EPS
computation.  Basic EPS excludes  dilution;  diluted EPS reflects the  potential
dilution that could occur if securities or other contracts to issue common stock
were  exercised  or  converted  into common stock or resulted in the issuance of
common stock that then shared in the earnings of the entity.

Basic loss per share is  computed  by  dividing  net loss  applicable  to common
shareholders by the weighted average number of common shares  outstanding during
the period.  Diluted loss per share  reflects the potential  dilution that could
occur if dilutive  securities  and other  contracts  to issue  common stock were
exercised or  converted  into common stock or resulted in the issuance of common
stock that then shared in the earnings of the  Company,  unless the effect is to
reduce a loss or increase  earnings  per share.  The  Company  had no  potential
common  stock  instruments  which  would  result  in a diluted  loss per  share.
Therefore, diluted loss per share is equivalent to basic loss per share.

RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

During  April 2003,  the FASB issued SFAS 149 - "Amendment  of Statement  133 on
Derivative Instruments and Hedging Activities",  effective for contracts entered
into or modified  after June 30,  2003,  except as stated  below and for hedging
relationships  designated  after June 30, 2003.  In  addition,  except as stated
below,  all provisions of this Statement  should be applied  prospectively.  The
provisions of this Statement that relate to Statement 133 Implementation  Issues
that have been effective for fiscal  quarters that began prior to June 15, 2003,
should  continue to be applied in  accordance  with their  respective  effective
dates. In addition, paragraphs 7(a) and 23(a), which relate to forward purchases
or sales of WHEN-ISSUED  securities or other  securities  that do not yet exist,
should be applied to both  existing  contracts  and new  contracts  entered into
after June 30, 2003.  The Company  does not  participate  in such  transactions,
however,  is evaluating the effect of this new  pronouncement,  if any, and will
adopt FASB 149 within the prescribed time.

During May 2003,  the FASB issued SFAS 150 - "Accounting  for Certain  Financial
Instruments with Characteristics of both Liabilities and Equity",  effective for
financial instruments entered into or modified after May 31, 2003, and otherwise
is effective at the beginning of the first interim period  beginning  after June
15, 2003. This Statement  establishes standards for how an issuer classifies and
measures certain financial  instruments with characteristics of both liabilities
and  equity.  It  requires  that an issuer  classify  a  freestanding  financial
instrument  that is  within  its  scope  as a  liability  (or an  asset  in some
circumstances).  Many of those instruments were previously classified as equity.
Some of the  provisions  of this  Statement  are  consistent  with  the  current
definition  of  liabilities  in FASB  Concepts  Statement  No.  6,  Elements  of
Financial  Statements.  The  Company  is  evaluating  the  effect  of  this  new
pronouncement and will adopt FASB 150 within the prescribed time.

                                      F-7

<PAGE>





In January  2003,  the FASB  issued  Interpretation  No. 46,  "Consolidation  of
Variable Interest Entities." Interpretation 46 changes the criteria by which one
company  includes  another  entity  in its  consolidated  financial  statements.
Previously,  the  criteria  were  based  on  control  through  voting  interest.
Interpretation  46 requires a variable  interest  entity to be consolidated by a
company if that  company  is subject to a majority  of the risk of loss from the
variable interest  entity's  activities or entitled to receive a majority of the
entity's  residual  returns  or both.  A company  that  consolidates  a variable
interest  entity  is  called  the  primary   beneficiary  of  that  entity.  The
consolidation  requirements of  Interpretation  46 apply immediately to variable
interest entities created after January 31, 2003. The consolidation requirements
apply to other  entities in the first  fiscal year or interim  period  beginning
after  December 15, 2003.  Certain of the disclosure  requirements  apply in all
financial  statements  issued  after  January 31, 2003,  regardless  of when the
variable  interest  entity  was  established.  The  Company  does not expect the
adoption  to have a  material  impact on the  Company's  financial  position  or
results of operations.

NOTE 3 - INCOME TAXES

The  reconciliation  of the effective  income tax rate to the federal  statutory
rate as of December 31, 2005 and 2005 is as follows:

                                              2005                     2004
                                          -----------             ---------

Federal income tax rate                      34.0 %                      34.0 %
Effect of net operating loss                (34.0)%                     (34.0)%
                                    ---------------            ----------------
Effective income tax rate                     0.0 %                       0.0 %
                                    ===============            ================

Deferred  tax  assets  and  liabilities  reflect  the net  effect  of  temporary
differences  between the carrying amount of assets and liabilities for financial
reporting  purposes  and  amounts  used for  income  tax  purposes.  Significant
components of the Company's  deferred tax assets and liabilities at December 31,
2005 are as follows:

Loss carry forwards            $     256,000
Less valuation allowance            (256,000)
                           -----------------
                               $          --
                           ==================

At December 31, 2005 and 2004,  the Company has  provided a valuation  allowance
for the deferred tax asset since  management has not been able to determine that
the  realization of that asset is more likely than not. Net operating loss carry
forwards of  approximately  $3,600,000 began to expire in 1999 of which $640,000
are still available as of December 31, 2006.

NOTE 4 - RELATED PARTY TRANSACTIONS

Prior to the year ended December 31, 2004,  certain related parties advanced the
Company  $53,003 to pay for certain costs incurred by the Company.  The advances
are non-interest bearing and are payable upon demand.

NOTE 5 - ACCRUED JUDGEMENTS AND ACCRUED INTEREST

Accrued judgment represents an amount due to a creditor under a default judgment
dated February 11, 1993. The accrued interest  represents  accrued interest at a
rate of 18% per annum on this unpaid judgment.

                                      F-8

<PAGE>


NOTE 6 - CONSULTING AGREEMENT

On February 15, 2004,  the Company  entered  into a  consulting  agreement  with
Wynthrop  Barrington,  Inc..  Wynthrop  Barrington  is in business of  providing
management  consulting  services,  security  related  services  and advice  with
respect to SEC and NASD rules and regulations, business advisory and development
services, product development services, product marketing and sales services.

SUBSEQUENT EVENTS


The consulting services obtained from Wynthrop  Barrington,  resulted in $60,000
of accounts  payable at December 15, 2005 which were then paid to the consultant
by issuance of 6,000,000 shares of the Company's stock of at $0.01 per share.

                                      F-9

<PAGE>



ITEM 2.  Management's Discussion and Analysis or Plan of Operations



The following  discussion of results,  causes and trends should not be construed
to imply any conclusion that such results or trends will necessarily continue in
the future.  This discussion  contains  forward-looking  statements that involve
risks and uncertainties.


PLAN OF OPERATIONS

We had no assets at September 30, 2005.  In the year ended  December 31, 2005 we
acquired The St. James Company Ninja Turtles Animation Collection (also referred
to as "Dino  Cells"),  which  consists of a number of  production  Cels,  pencil
drawings, hand painted backgrounds and hand-painted pan backgrounds.

The Company  intends on marketing  this product  which would  include  providing
limited numbers of original Animation Cell Art to collectors through some select
retail venues and by working  closely with some charities that can sell original
or reproduction  art as a fund raiser to the public or through school systems in
most states.  The Company intends to establish a relationship  with distributors
to sell art.

Due to the  Company's  limited  resources,  the  Company  has not  been  able to
aggressively pursue their business objectives and will be better positioned once
the  Company  is quoted  and  traded on the OTC BB,  wherein  said  listing  may
facilitate financing opportunities during the next twelve months.

The  Company   anticipates   potentially  hiring  one  or  two  marketing  sales
representatives  to deal directly with  distributors of art work and or greeting
card companies.

RESULTS OF OPERATIONS

For the three months ended September 30, 2005 compared to the three months ended
September 30, 2004

For the  three  months  ended  September  30,  2005,  we  incurred  general  and
administrative  expenses of $17,500  compared to $7,500  during the three months
ended  September  30,  2004.  The  increase of $10,000 was due to an increase in
administrative activities.

During the three months ended  September  30, 2005,  the Company  incurred a net
loss of  $17,671  compared  to a net loss of $7,671 for the three  months  ended
September  30,  2004.  The  increase of $10,000 was a result of the  increase in
general and administrative expenses discussed above.

For the nine months ended  September  30, 2005 compared to the nine months ended
September 30, 2004

For  the  nine  months  ended  September  30,  2005,  we  incurred  general  and
administrative expenses of $32,500 compared to $39,365 for the nine months ended
September  30, 2004.  The decrease of $6,865 was a result of the decrease in our
operational activities over the prior year.

                                       1

<PAGE>




During the nine  months  ended  September  30,  2005,  we incurred a net loss of
$33,012  compared to a net loss of $39,970 for the nine months  ended  September
30, 2004. The decrease of $6,958 is  attributable to the decrease in general and
administrative expenses discussed above.

FINANCIAL CONDITION AND LIQUIDITY

At September 30, 2005, the Company had no cash or cash equivalents. At September
30, 2005, the Company had liabilities of $93,434,  all current.  During the nine
months  ended  September  30,  2005,  the Company  did not use or receive  funds
through either its investing or financing activities.

Consequently, we are now dependent on raising additional equity and, or, debt to
fund any  negotiated  settlements  with our  outstanding  creditors and meet our
ongoing operating expenses.  There is no assurance that we will be able to raise
the  necessary  equity and,  or, debt that we will need to be able to  negotiate
acceptable  settlements  with our  outstanding  creditors  or fund  our  ongoing
operating  expenses.  There can be no  assurances  that we will be able to raise
such funds

Currently,  management  does not anticipate any  circumstances  in which we will
produce  revenues or acquire  assets.  Management is seeking a potential  merger
candidate or purchaser for us to minimize the shareholders' loss.

ITEM 3.  CONTROLS AND PROCEDURES


We maintain  disclosure controls and procedures that are designed to ensure that
information  required to be  disclosed  in our Exchange Act reports is recorded,
processed,  summarized and reported within the time periods  specified under the
Securities and Exchange  Commission's rules and forms, and that such information
is  accumulated  and  communicated  to our  management,  including our Principal
Executive Officer and our Principal Financial Officer, as appropriate,  to allow
timely decisions regarding required disclosures.  Our management,  including our
Principal Executive Officer and our Principal Financial Officer, does not expect
that our disclosure controls or procedures will prevent all error and all fraud.
A control  system,  no matter how well conceived and operated,  can provide only
reasonable, not absolute assurance that the objectives of the control system are
met.  Further,  the benefits of controls  must be  considered  relative to their
costs. Because of the inherent limitations in all control systems, no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud, if any, within us have been detected.

We carried out an evaluation,  under the supervision and with the  participation
of our management,  including our Principal  Executive Officer and our Principal
Financial  Officer,  of the  effectiveness  of the design and  operation  of our
disclosure  controls and  procedures as of the end of the period covered by this
report.  Based  on the  foregoing,  our  Principal  Executive  Officer  and  our
Principal   Financial  Officer  concluded  that  our  disclosure   controls  and
procedures were effective at the reasonable assurance level.

There has been no change  in our  internal  controls  over  financial  reporting
during our most  recent  fiscal  quarter  that has  materially  affected,  or is
reasonably  likely to materially  affect,  our internal  controls over financial
reporting.

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<PAGE>



PART II.  OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS

None.
ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

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

None.

ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS

Exhibits.  The  following is a complete  list of exhibits  filed as part of this
Form 10-QSB.  Exhibit numbers  correspond to the numbers in the Exhibit Table of
Item 601 of Regulation S-B.

     Exhibit 31.1  Certification of Chief Executive  Officer pursuant to Section
     302 of the Sarbanes-Oxley Act

     Exhibit 32.1  Certification  of  Principal  Executive  Officer  pursuant to
     Section 906 of the Sarbanes-Oxley Act



<PAGE>



                                   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.

                                     THE SAINT JAMES COMPANY




February 6, 2008            By:      /s/ Bruce Anthony Cosgrove
                                      -------------------------------

                                          Bruce Anthony Cosgrove, President
                                          & CEO Chief Accounting Officer


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