SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A

(MARK ONE)

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

                     For the six months ended June 30, 2006

                                       Or

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

              For the transition period from ________ to _________

                       COMMISSION FILE NUMBER: 000-161570

                         VELOCITY ASSET MANAGEMENT, INC.
        (Exact name of Small Business Issuer as Specified in its Charter)

                   DELAWARE                              65-0008442
         (State or Other Jurisdiction                  (IRS Employer
       of Incorporation or Organization)            Identification No.)


              48 S. Franklin Turnpike, 3rd Floor, Ramsey, NJ 07446
                    (Address of Principal Executive Offices)

                                 (201) 760-6306
                (Issuer's Telephone Number, Including Area Code)

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

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

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: The Issuer had 15,972,321 shares of
common stock issued and outstanding as of June 30, 2006.

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

<PAGE>

                         VELOCITY ASSET MANAGEMENT, INC.

                                  FORM 10-QSB/A
                     For the Six Months Ended June 30, 2006

                                      Index
                                                                            Page
                                                                          Number
PART I     FINANCIAL INFORMATION

Item 1     Condensed Consolidated Balance Sheets as at December 31,
           2005 and June 30, 2006 (unaudited for June 30, 2006 period)        3

           Condensed Consolidated Statements of Income for the three
           and six month periods ended June 30, 2006 and 2005 (unaudited)     5

           Condensed Consolidated Statements of Stockholders' Equity
           for the six months ended June 30, 2006 (unaudited)                 6

           Condensed Consolidated Statements of Cash Flows for the
           six months ended June 30, 2006 and 2005 (unaudited)                7

           Notes to Condensed Consolidated Financial Statements               8

Item 6     Exhibits                                                          20

Signatures                                                                   21

Certifications                                                               22


                                EXPLANATORY NOTE

Velocity Asset Management, Inc. is filing this Amendment to its Quarterly Report
on Form 10-QSB for the quarter ended June 30, 2006, as filed with the SEC on
August 21, 2006, for the purpose of revising its table of Condensed Consolidated
Statements of Income (Unaudited), found on page 3 of the Quarterly Report. The
figure "Net income per common share - basic" for the three months and for the
six months ended June 30, 2006 is $0.00 and $0.01, respectively, not $0.01 and
$0.02, respectively, as previously reported. The figure "Net income per share -
diluted" for the three months and for the six months ended June 30, 2006 is
$0.00 and $0.01, respectively, not $0.01 and $0.02, respectively, as previously
reported.

This Form 10-QSB/A is also being filed for the purpose of revising the Earnings
Per Share table and related disclosure set forth in Note 6 to Item 1.

This Form 10-QSB/A does not change our previously reported financial statements
and other financial disclosures. Items included in the original Form 10-QSB that
are not included herein are not amended and remain in effect as of the date of
the original filing. Except as noted above, this Form 10-QSB/A does not update
information that was presented in our original Quarterly Report on Form 10-QSB
filed on August 21, 2006 to reflect recent developments that have occurred since
that date.


                                       2
<PAGE>

                                     PART I
                              FINANCIAL INFORMATION

Item 1     Financial Statements


                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                            June 30,     December 31,
                                                              2006           2005
                                                          ------------   ------------
                      ASSETS
<S>                                                       <C>            <C>
Cash and Cash Equivalents                                 $  9,375,478   $     90,624
Accounts Receivable                                              6,119         30,000
Properties Held for Sale                                     6,215,897      6,439,240
Deposits on Properties                                              --        241,000
Tax Certificates Held and Accrued Interest Receivable          460,800        538,926
Consumer Receivables                                        23,740,758     17,758,661
Other Current Assets                                            72,133         14,924
Property and Equipment, net of accumulated depreciation         73,850         87,222
Deferred Income Tax Asset                                      155,800        178,000
Security Deposit                                                26,500         87,500
Other Assets                                                   195,495        108,333
                                                          ------------   ------------

     Total Assets                                         $ 40,322,830   $ 25,574,430
                                                          ============   ============
</TABLE>

         See accompanying notes to the unaudited condensed consolidated
                              financial statements.

                                       3
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                    June 30,      December 31,
                                                                      2006            2005
                                                                  ------------    ------------
            LIABILITIES AND STOCKHOLDERS' EQUITY
<S>                                                               <C>             <C>
Accounts Payable and Accrued Expenses                             $    711,091    $    447,971
Estimated Court and Media Costs                                      4,015,775       3,799,646
Line of Credit                                                       9,882,467       6,094,462
Notes Payable from Related Parties                                   2,430,000       2,430,000
Notes Payable and Mortgage                                           2,250,000       2,400,000
Convertible Secured Debenture                                               --       1,800,000
Income Taxes Payable                                                    52,897         133,132
Deferred Income Tax Liability                                           24,100          30,200
                                                                  ------------    ------------

   Total Liabilities                                                19,366,330      17,135,411
                                                                  ------------    ------------

STOCKHOLDERS' EQUITY
Common Stock, $0.001 par value, 40,000,000 shares Authorized,
   15,972,321 and 15,972,321 shares Issued and Outstanding,
   respectively                                                         15,972          15,972
Series A 10% Convertible Preferred Stock, $0.001 par value,
   1,500,000 shares authorized, 1,380,000 and -0- shares issued
   and outstanding (liquidation preference of $13,800,000)               1,380              --
Additional Paid-in-Capital                                          23,245,738      10,838,651
Accumulated Deficit                                                 (2,306,590)     (2,415,604)
                                                                  ------------    ------------

Total Stockholders' Equity                                          20,956,500       8,439,019
                                                                  ------------    ------------

   Total Liabilities and Stockholders' Equity                     $ 40,322,830    $ 25,574,430
                                                                  ============    ============
</TABLE>

         See accompanying notes to the unaudited condensed consolidated
                              financial statements.

                                       4

<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

                   CONDENSED CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                       For the Three Months Ended       For the Six Months Ended
                                                                June 30                         June 30
                                                      ----------------------------    ----------------------------
                                                          2006            2005            2006            2005
                                                      ------------    ------------    ------------    ------------
<S>                                                   <C>             <C>             <C>             <C>
REVENUES
  Sale of Real Property                               $    232,254    $    832,449    $    603,566    $  2,048,927
  Income Recognized on Consumer Receivables              1,841,730         750,392       3,296,377       1,249,247
  Interest Income - Tax Certificates Held and Other         63,306         110,719          93,502         170,977
                                                      ------------    ------------    ------------    ------------

    Total Revenues                                       2,137,290       1,693,560       3,993,445       3,469,151
                                                      ------------    ------------    ------------    ------------

OPERATING EXPENSES
  Cost of Real Property                                     19,522         738,336         320,676       1,729,532
  Professional Fees                                        884,927         390,309       1,628,922         746,558
  General and Administrative Expenses                      521,103         226,166         918,787         477,276
                                                      ------------    ------------    ------------    ------------

    Total Operating Expenses                             1,425,552       1,354,811       2,868,385       2,953,366
                                                      ------------    ------------    ------------    ------------

    Income from Operations                                 711,738         338,749       1,125,060         515,785
                                                      ------------    ------------    ------------    ------------

OTHER EXPENSE
  Interest Expense                                        (311,021)        (99,451)       (631,585)       (107,554)
                                                      ------------    ------------    ------------    ------------

    Total Other Expense                                   (311,021)        (99,451)       (631,585)       (107,554)
                                                      ------------    ------------    ------------    ------------

Income Before Provision For Income Taxes                   400,717         239,298         493,475         408,231

Provision for Income Taxes                                 200,035          63,581         223,456         167,612
                                                      ------------    ------------    ------------    ------------

Net Income                                                 200,682         175,717         270,019         240,619

Preferred Dividend                                        (161,005)             --        (161,005)             --
                                                      ------------    ------------    ------------    ------------
Net Income Attributable to Common
  Shareholder - Basic and Diluted                     $     39,677    $    175,717    $    109,014    $    240,619
                                                      ============    ============    ============    ============

Weighted Average Common Shares - Basic                  15,972,321      15,927,698      15,972,321      15,923,994
                                                      ============    ============    ============    ============

Net Income per Common Share - Basic                   $       0.00    $       0.01    $       0.01    $       0.02
                                                      ============    ============    ============    ============

Weighted Average Common Shares - Diluted                17,417,920      17,755,041      17,405,773      17,809,589
                                                      ============    ============    ============    ============

Net Income per Common Share - Diluted                 $       0.00    $       0.01    $       0.01    $       0.01
                                                      ============    ============    ============    ============
</TABLE>

         See accompanying notes to the unaudited condensed consolidated
                              financial statements.

                                       5

<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (FORMERLY KNOWN AS TELE-OPTICS, INC.)

       CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
                     For the Six Months Ended June 30, 2006
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                          Preferred Stock             Common Stock
                                     ------------------------- --------------------------  Additional                      Total
                                       Number of                 Number of                  Paid-in-      Accumulated  Stockholders'
                                        Shares     Par Value      Shares      Par Value      Capital        Deficit       Equity
                                     ------------ ------------ ------------  ------------  ------------  ------------  ------------
<S>                                     <C>       <C>            <C>         <C>           <C>           <C>           <C>
BALANCES, December 31, 2005                    -- $         --   15,972,321  $     15,972  $ 10,838,651  $ (2,415,604) $  8,439,019

Preferred stock offering of
1,200,000 shares of Series A 10%
convertible preferred stock             1,200,000        1,200           --            --    11,998,800            --    12,000,000

Preferred stock sale to underwriter
in the amount of 180,000 shares of
Series A 10% convertible preferred
stock                                     180,000          180           --            --     1,799,820            --     1,800,000

Commissions and expenses related to
preferred stock offering                       --           --           --            --    (1,404,000)           --    (1,404,000)

Issuance of warrants pursuant to
preferred stock offering                       --           --           --            --           120            --           120

Dividends paid on preferred stock              --           --           --            --            --      (161,005)     (161,005)

Issuance of warrants pursuant to
secured debenture                              --           --           --            --        12,347            --        12,347

Net Income                                     --           --           --            --            --       270,019       270,019
                                     ------------ ------------ ------------  ------------  ------------  ------------  ------------

BALANCES, June 30, 2006                 1,380,000 $      1,380   15,972,321  $     15,972  $ 23,245,738  $ (2,306,590) $ 20,956,500
                                     ============ ============ ============  ============  ============  ============  ============
</TABLE>

         See accompanying notes to the unaudited condensed consolidated
                              financial statements.

                                       6

<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                 For the Six Months Ended
                                                                                          June 30,
                                                                               ----------------------------
                                                                                   2006            2005
                                                                               ------------    ------------
<S>                                                                            <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net Income                                                                   $    270,019    $    240,619

Adjustments to reconcile net income to net cash used by Operating Activities
  Depreciation                                                                       15,589          23,915
  Non Cash Expenses                                                                  12,347              --
  Deferred Income Tax Benefit                                                        16,100          47,700
  (Increase) Decrease in:
     Accounts Receivable                                                             23,881         734,027
     Properties Held for Sale                                                       223,343      (3,351,574)
     Deposits on Properties                                                         241,000          54,615
     Tax Certificates Held and Accrued Interest Receivable                           78,126          85,486
     Consumer Receivables                                                        (5,982,097)     (6,047,813)
     Other Current Assets                                                           (57,209)        (44,776)
     Security Deposit                                                                61,000              --
     Other Assets                                                                   (87,162)       (212,500)
  Increase (Decrease) in:
     Accounts Payable and Accrued Expenses                                          263,120         112,597
     Estimated Court and Media Costs                                                216,129       1,345,366
     Income Taxes Payable                                                           (80,235)        (32,287)
                                                                               ------------    ------------
        Net Cash Used by Operating Activities                                    (4,786,049)     (7,044,625)
                                                                               ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
  Acquisition of Property and Equipment                                              (2,217)        (32,323)
                                                                               ------------    ------------
       Net Cash Used by Investing Activities                                         (2,217)        (32,323)
                                                                               ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from Borrowings                                                        4,375,801       6,792,450
  Repayments of Borrowings                                                       (2,537,796)       (236,385)
  Proceeds Received from Stock and Warrants Sales and Offerings                  13,800,120         200,024
  Commissions and Related Expenses Paid on Stock Offering                        (1,404,000)       (135,262)
  Payment of Dividends                                                             (161,005)             --
                                                                               ------------    ------------
     Net Cash Provided from Financing Activities                                 14,073,120       6,620,827
                                                                               ------------    ------------

Net Increase (Decrease) in Cash and Cash Equivalents                              9,284,854        (456,121)

Cash and Cash Equivalents, Beginning of Period                                       90,624       1,423,123
                                                                               ------------    ------------

Cash and Cash Equivalents, End of Period                                       $  9,375,478    $    967,002
                                                                               ============    ============

Supplemental Disclosure of Cash Flow Information
   Cash Paid For Interest                                                      $    441,546    $     81,380
   Cash Paid For Taxes                                                              319,534         152,199
</TABLE>

         See accompanying notes to the unaudited condensed consolidated
                              financial statements.

                                       7

<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


NOTE 1 - ORGANIZATION AND ACCOUNTING POLICIES

The condensed consolidated financial statements of Velocity Asset Management,
Inc. ("VAMI") and its subsidiaries, Velocity Investments, LLC ("Velocity"), J.
Holder, Inc. ("J. Holder"), VOM, LLC, ("VOM"), TLOP Acquisition Company, LLC
("TLOP") and SH Sales, Inc. ("SH") (the "Subsidiaries", and together with
Velocity Asset Management, Inc., the "Company") included herein have been
prepared by the Company and are unaudited; however, such information reflects
all adjustments (consisting solely of normal recurring adjustments), which are,
in the opinion of management, necessary for a fair presentation of the financial
position, results of operations, and cash flows for the interim periods to which
the report relates. The results of operations for the period ended June 30, 2006
are not necessarily indicative of the operating results that may be achieved for
the full year.

Certain information and footnote disclosures, normally included in consolidated
financial statements prepared in accordance with accounting principles generally
accepted in the United States of America, have been condensed or omitted. It is
suggested that these condensed consolidated financial statements be read in
conjunction with the consolidated financial statements and notes thereto
included in the Company's Form 10-K for the year ended December 31, 2005.

The Company has one continuing industry segment - the acquisition, management,
collection, and servicing of distressed consumer assets.


Properties Held for Sale
------------------------

Properties held for sale consist of real property purchased by the Company for
resale and are carried at the lower of cost or market value. This includes the
cost to purchase the property and repairs or other costs required to present the
property ready for resale. The Company recognizes income and related expenses
from the sale of real property at the date the sale closes.

Tax Certificates Held
---------------------

The Company records its New Jersey municipal tax liens at cost. Interest income
is recognized using the effective interest method ("interest method").

Consumer Receivables
--------------------

The Company purchases consumer receivable portfolios at a substantial discount
from their face amount due to a deterioration of credit quality between the time
of origination and the Company's acquisition of the portfolios. Income is
recognized using either the interest method or cost recovery method. Upon
acquisition, the Company reviews each consumer receivable portfolio to determine
whether each such portfolio is to be accounted for individually or whether such
portfolio will be assembled into static pools of consumer receivable portfolios
based on common risk characteristics. Once the static portfolio pools are
created, management estimates the future anticipated cash flows for each pool.
If management can reasonably estimate the expected timing and amount of future
cash flows the interest method is applied. However, if the expected future cash
flows cannot be reasonably estimated, the Company uses the cost recovery method.

Prior to January 1, 2005, the Company accounted for its investment in consumer
receivables portfolios using the interest method under the guidance of Practice
Bulletin 6, "Amortization of Discounts on Certain Acquired Loans ("PB-6")."
Effective January 1, 2005, the Company adopted and began to account for its
investment in consumer receivable portfolios using the interest rate method
under the guidance of American Institute of Certified Public Accountants
("AICPA") Statement of Position ("SOP") 03-3, "Accounting for Loans or Certain

                                       8
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


NOTE 1 - ORGANIZATION AND ACCOUNTING POLICIES (Continued)

Securities Acquired in a Transfer." SOP 03-3 addresses accounting for
differences between contractual cash flows and cash flows expected to be
collected from an investor's initial investment in loans or debt if those
differences are attributable, at least in part, to credit quality. Increases in
expected cash flows are recognized prospectively through adjustment of the
internal rate of return ("IRR") while decreases in expected cash flows are
recognized as impairment.

Under both the guidance of SOP 03-3 and PB-6, as amended, when expected cash
flows are higher than prior projections, the increase in expected cash flows
results in an increase in the IRR and therefore, the effect of the cash flow
increase is recognized as increased revenue prospectively over the remaining
life of the affected pool. However, when expected cash flows are lower than
prior projections, SOP 03-3 requires that the expected decrease be recognized as
impairment by decreasing the carrying value of the affected pool (rather than
lowering the IRR) so that the pool will amortize over its expected life using
the original IRR. A pool can become fully amortized (zero carrying balance on
the balance sheet) while still generating cash collections. In this case, all
cash collections are recognized as revenue when received.

Under the cost recovery method, no revenue is recognized until the Company has
fully collected the cost of the portfolio, or until such time that the Company
considers the collections to be probable and estimable and begins to recognize
income based on the interest method as described above. At June 30, 2006, the
Company had no consumer receivable portfolios accounted for under the cost
recovery method.

The Company establishes valuation allowances for all acquired loans subject to
SOP 03-3 to reflect only those losses incurred after acquisition (that is, the
present value of cash flows initially expected at acquisition that are no longer
expected to be collected). Valuation allowances are established only subsequent
to acquisition of the receivables. At June 30, 2006, the Company had no
valuation allowance on its receivables. Prior to January 1, 2005, in the event
that estimated future cash collections would be inadequate to amortize the
carrying balance, an impairment charge would be taken with a corresponding
write-off of the receivable balance.

Income Taxes
------------

The Company follows the provisions of Statement of Financial Accounting
Standards ("SFAS") Opinion No. 109, "Accounting for Income Taxes" ("SFAS No.
109"). SFAS No. 109 requires recognition of deferred tax liabilities and assets
for the expected future tax consequences of events that have been included in
the financial statements or tax returns. Under this method, deferred tax
liabilities and assets are determined based on the difference between the
financial statement and tax bases of assets and liabilities using enacted tax
rates in effect for the year in which the differences are expected to reverse.

Stock Based Compensation
------------------------

The Company adopted SFAS No. 123 (revised 2004), "Share-Based Payment" ("SFAS
No. 123R"), which supersedes Accounting Principles Board ("APB") Opinion No. 25,
"Accounting for Stock Issued to Employees" ("APB No. 25"). The revised statement
addresses the accounting for share-based payment transactions with employees and
other third parties, eliminates the ability to account for share-based
transactions using APB No. 25 and requires that the compensation costs relating
to such transactions be recognized in the consolidated financial statements.
SFAS No. 123R requires additional disclosures relating to the income tax and

                                       9
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


NOTE 1 - ORGANIZATION AND ACCOUNTING POLICIES (Continued)

cash flow effects resulting from share-based payments. The Company has adopted
the modified prospective application method of SFAS No.123R, effective January
1, 2006, and the adoption of SFAS No. 123R has an immaterial impact on its
consolidated results of operations and earnings per share.

Additionally, regarding the treatment of non-employee stock based compensation,
the Company follows the guidance of the Emerging Issues Task Force ("EITF")
96-18, "Accounting for Equity Instruments That Are Issued to Other Than
Employees for Acquiring, or in Conjunction with Selling, Goods or Services".

Change in Accounting Policy
---------------------------

Effective for the period ended June 30, 2006, the Company has elected to present
its balance sheets on an unclassified basis to better comform to industry
practice. The balance sheet for December 31, 2005 has been reclassified for
comparative purposes in order to conform to the presentation in the current
financial statement.

New Accounting Pronouncements
-----------------------------

In June 2006, the Financial Accounting Standards Board ("FASB") issued FASB
Interpretation No. 48, "Accounting for Uncertainty in Income Taxes- an
interpretation of FASB No. 109" ("FIN 48"), which prescribes accounting for and
disclosure of uncertainty in tax positions. This interpretation defines the
criteria that must be met for the benefits of a tax position to be recognized in
the financial statements and the measurement of tax benefits recognized. The
provisions of FIN 48 are effective as of the beginning of the Company's 2007
fiscal year, with the cumulative effect of the change in accounting principle
recorded as an adjustment to opening retained earnings or accumulated deficit.
The Company is currently evaluating that impact of adopting FIN 48 on the
consolidated financial statements.


NOTE 2 - INVESTMENTS

Properties Held for Sale
------------------------

Properties held for sale consist of the following:

                                       10
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


                                                      June 30,      December 31,
                                                        2006            2005
                                                    ------------    ------------
Property Inventory                                  $  6,196,200    $  6,024,038
Assignments and Judgments                                 19,697         415,202
                                                    ------------    ------------

   Total                                            $  6,215,897    $  6,439,240
                                                    ============    ============


Tax Certificates Held
---------------------

Municipal tax liens consist of the following:

                                                      June 30,      December 31,
                                                        2006            2005
                                                    ------------    ------------
Tax Lien Certificates                               $    248,698    $    302,228
Accrued Interest                                         212,102         236,698
                                                    ------------    ------------

   Total                                            $    460,800    $    538,926
                                                    ============    ============

                                       11
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


NOTE 3 - CONSUMER RECEIVABLES

As of June 30, 2006 and December 31, 2005, the Company had $23,740,758 and
$17,758,661, respectively, of consumer receivable portfolios. Changes in the
consumer receivable portfolios for the six months ended at June 30, 2006 and for
the year ended December 31, 2005 were as follows:

<TABLE>
<CAPTION>
                                                          June 30,      December 31,
                                                            2006            2005
                                                        ------------    ------------
<S>                                                     <C>             <C>
   Balance, Beginning of Period                         $ 17,758,661    $  3,237,852
   Acquisitions and Related Capitalized Costs,
     net of Returns                                        7,840,816      16,291,794


   Cash Collections                                       (5,155,096)     (5,404,930)
   Accreted Income Recognized on Consumer
   Receivables Portfolio                                   3,296,377       3,633,945
                                                        ------------    ------------
   Cash Collections Applied to Principal
   Balance                                                (1,858,719)     (1,770,985)
                                                        ------------    ------------

   Balance, End of Period                               $ 23,740,758    $ 17,758,661
                                                        ============    ============
</TABLE>


As of June 30, 2006, the Company had $23,740,758 in consumer receivables. Based
upon management's current estimation of future cash collections, principal
reductions will be as follows:


   June 30, 2007                                                  $  3,677,296
   June 30, 2008                                                     5,032,275
   June 30, 2009                                                     6,183,437
   June 30, 2010                                                     6,804,047
   June 30, 2011                                                     2,043,703
                                                                  ------------

     Total                                                        $ 23,740,758
                                                                  ============


The accretable yield represents the amount of income the Company can expect to
generate over the remaining life of its existing portfolios based on estimated
cash flows as of June 30, 2006 and 2005, respectively. Changes in the accretable
yield are as follows:


                                               Six Months        Six Months
                                                  Ended            Ended
                                              June 30, 2006    June 30, 2005
                                              -------------    -------------
   Balance, Beginning of Period               $  14,560,070    $   2,879,823
   Accreted Income Recognized on
      Consumer Receivable Portfolios             (1,841,729)      (1,249,247)
   Additions                                      8,962,375        7,038,296
                                              -------------    -------------

   Balance, End of Period                     $  21,680,716    $   8,668,872
                                              =============    =============

                                       12
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


NOTE 4 - LINE OF CREDIT

On January 27, 2005 (the "Closing Date"), Velocity entered into a Loan and
Security Agreement (the "Loan Agreement") with Wells Fargo Foothill, Inc., a
California corporation (the "Lender"), pursuant to which the Lender agreed to
provide Velocity with a $12,500,000 credit facility to finance the acquisition
of individual pools of unsecured consumer receivables that are approved by the
Lender under specific eligibility criteria set forth in the Loan Agreement.

On the Closing Date, the following agreements were also entered into with the
Lender: a Continuing Guaranty, under which the Company provides a secure
guaranty of Velocity's obligations under the Loan Agreement; a Security and
Pledge Agreement, by and among the Company and the Lender, under which the
Company pledged all of the Company's assets to secure the credit facility; and a
Subordination Agreement, by and among the Company and the Lender.

Pursuant to the Loan Agreement, the Lender has agreed to advance to Velocity up
to $12,500,000 to be used to finance up to 60% of the purchase price of
individual pools of unsecured consumer receivables that are approved by the
Lender under specific eligibility criteria set forth in the Loan Agreement. The
interest rate on the loan is 3.50% above the prime rate of Wells Fargo Bank,
N.A. Amounts borrowed under the credit facility had been due and payable ratably
over a twenty-four month period.

On February 27, 2006, Velocity entered into a First Amendment to the Loan
Agreement with the Lender, pursuant to which the Lender agreed to amend the Loan
Agreement dated January 27, 2005. Pursuant to the Amended and Restated Loan
Agreement, the Lender extended the Credit Facility until January 27, 2009 and
agreed to increase the advance rate under the credit facility to 67.5% of the
purchase price of individual pools of unsecured consumer receivables that are
approved by the Lender. The Lender also agreed to reduce the interest rate on
the loan from 3.50% above the prime rate of Wells Fargo Bank, N.A. to 2.50%
above such prime rate. In addition, repayment terms under the credit facility
were extended to thirty months.

On May 19, 2006, as a result of the Series A 10% Convertible Preferred Stock
Offering (the "offering") discussed in Note 11 - STOCK OFFERING, the Lender
agreed to reduce the interest rate on Velocity's credit facility from 2.50% to
1.50% above the prime rate of Wells Fargo Bank, N.A. immediately and increase
the advance rate on the credit facility to 75.0% effective June 1, 2006.

As of June 30, 2006 and December 31, 2005, the Company had $9,882,467 and
$6,094,462 outstanding on the line.

NOTE 5 - NOTES PAYABLE AND MORTGAGE

On April 15, 2005, the Company issued three promissory notes in the principal
amounts of $100,000, $150,000 and $100,000 to accredited investors in a private
placement. Each of the notes bears interest at the rate of 7% per annum and
interest is payable in quarterly installments commencing September 30, 2005. The
entire principal for each note is due and payable on April 15, 2006 unless the
holder thereof provides written notice 90 days prior to April 15, 2006 that it
elects to extend the note, in which event, the entire principal amount is due
and payable on April 15, 2007. On May 14, 2006 the $150,000 promissory note was
redeemed at the Company's option. As of June 30, 2006, the remaining notes in
the amount of $200,000 were held by a related party to the president and CEO.
These notes are due and payable on April 15, 2007.

                                       13
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


NOTE 5 - NOTES PAYABLE AND MORTGAGE (Continued)

On October 5, 2005, the Company issued a promissory note in the principal amount
of $60,000 to Ragan & Ragan, PC, a related entity, in a private placement (See
Note 7 - RELATED PARTY TRANSACTIONS). The note bears interest at the rate of 7%
per annum. The entire principal and accrued interest of the note is due and
payable on October 5, 2006 unless the holder thereof provides written notice 30
days prior to October 5, 2006 that it elects to extend its note, in which event,
the entire principal amount is due and payable on October 5, 2007.

On October 5, 2005, the Company issued a promissory note in the principal amount
of $70,000 to an accredited investor in a private placement. The note bears
interest at the rate of 7% per annum. The entire principal and accrued interest
of the note is due and payable on October 5, 2006 unless the holder thereof
provides written notice to the Company 30 days prior to October 5, 2006 that it
elects to extend its note, in which event, the entire principal amount is due
and payable on October 5, 2007.

On January 13, 2006, and February 10, 2006, the Company issued two promissory
notes in the respective principal amounts of $100,000 and $50,000 to an
accredited investor in a private placement. Each of the notes bears interest at
the rate of 10% per annum. The entire principal and accrued interest of each
note is due and payable on January 13, 2007 and February 10, 2007, respectively,
unless the holder thereof provides written notice to the Company 30 days prior
to its maturity date that it elects to extend the note, in which event the
entire principal amount is due and payable on January 13, 2008 and February 10,
2008, respectively. These notes were redeemed at the Company's option on May 26,
2006.

On June 2, 2005, J. Holder acquired a residential property in Melbourne, Florida
(the "Melbourne Property"). The property was purchased for $3.25 million from
Detroit-based Comerica Bank, which had acquired the property through a
foreclosure. Acquisition financing of $3,350,000 was provided to J. Holder by a
group of investors ("Investor Group"). Of the $3,350,000 in acquisition
financing provided by the investor group, $1,270,000 was provided by Dr. Michael
Kelly and Mr. David Granatell, who subsequently became members of the board of
directors. Additionally, Mr. Robert Kleinert and Ms. Cornelia Yoke, a related
party of the President and CEO of the Company provided an additional $900,000 of
financing in connection with the Melbourne Property. The acquisition financing
in the amount of $3,350,000 and the subsequent financing in the amount of
$900,000 are due and payable upon the sale of the Melbourne Property.

On September 21, 2005, J. Holder entered into a $1,000,000 mortgage and security
agreement, the proceeds of which were utilized to renovate the Melbourne
Property. Renovations on the property were approximately $1,000,000. As of June
30, 2006, all major renovations had been completed. All principal accrues
interest at a fixed annual rate of 12.0% per annum. J. Holder is required to
make monthly interest only payments of $10,000 until October 21, 2007 at which
time all principal, accrued interest and other charges are due and payable.

                                       14
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


Interest expense for the three month periods ended June 30, 2006 and 2005 was
$311,021 and $99,451, respectively. Interest expense for the six month periods
ended June 30, 2006 and 2005 was $631,585 and $107,554, respectively.

NOTE 6 - EARNINGS PER SHARE

Basic earnings per share are computed using the weighted average number of
shares outstanding during each period. Diluted earnings per share are computed
using the weighted average number of shares outstanding during each period, plus
the incremental shares outstanding assuming the exercise of dilutive stock
options. Outstanding options and warrants to non-employees convertible into
1,177,160 shares of common stock for the three and six months ended June 30,
2006, respectively, and 877,160 shares of common stock for the three and six
months ended June 30, 2005, respectively, were not included in the income per
share calculation because their effect would have been anti-dilutive.
Convertible preferred stock, convertible into 1,941,099 and 970,549 shares of
common stock for the three and six months ended June 30, 2006, respectively,
were not included in the income per share calculation because their effects
would have been anti-dilutive. Convertible notes, convertible into 383,854 and
416,927 shares of common stock for the three and six months ended June 30, 2006,
respectively, were not included in the income per share calculation because
their effect would have been anti-dilutive.


The following table sets forth the computation of basic and diluted earnings per
share:

<TABLE>
<CAPTION>
                                                Three months ended              Six months ended
                                                     June 30,                       June 30,
                                            ----------------------------   ----------------------------
                                                2006            2005           2006            2005
                                            ------------    ------------   ------------    ------------
Numerator:
<S>                                         <C>             <C>            <C>             <C>
    Net income                              $    200,682    $    175,717   $    270,019    $    240,619

    Preferred dividend                          (161,005)             --       (161,005)             --
                                            ------------    ------------   ------------    ------------
    Net income attributable to common
      shareholders - Basic and Diluted      $     39,677    $    175,717   $    109,014    $    240,619
                                            ------------    ------------   ------------    ------------

Denominator:

    Weighted average shares - Basic           15,972,321      15,927,698     15,972,321      15,923,994
    Effect of dilutive securities:

    Stock options                              1,445,599       1,827,343      1,433,452       1,885,595
                                            ------------    ------------   ------------    ------------
    Weighted average shares - Diluted         17,417,920      17,755,041     17,405,773      17,809,589
                                            ------------    ------------   ------------    ------------

    Net income per common share - Basic             0.00            0.01           0.01            0.02
                                            ============    ============   ============    ============

    Net income per common share - Diluted           0.00            0.01           0.01            0.01
                                            ============    ============   ============    ============
</TABLE>

                                       15
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)


NOTE 7 - RELATED PARTY TRANSACTIONS

The Company engages Ragan & Ragan, PC, an entity owned by Messrs. Ragan & Ragan,
to pursue legal collection of its receivable portfolios with respect to obligors
and properties located in the State of New Jersey. The fee arrangements between
each of the Company's subsidiaries and Ragan & Ragan, P.C., each dated as of
January 1, 2005, have been reviewed and approved by all the members of a
committee appointed by the Board of Directors other than Mr. Ragan, Sr. who
abstained. John C. Kleinert and James J. Mastriani comprised the committee.


The professional fees paid to Ragan and Ragan, P.C. were as follows:


                                                    Six Months      Six Months
                                                       Ended           Ended
                                                   June 30, 2006   June 30, 2005
                                                   -------------   -------------

Professional Services Paid to Ragan & Ragan, PC    $     665,790   $     491,751
                                                   =============   =============


On October 5, 2005, the Company issued a promissory note in the principal amount
of $60,000 to Ragan & Ragan, P.C.

Interest paid to related parties for the three months ended June 30, 2006 and
2005 was $51,367 and $16,852. Interest paid to related parties for the six
months ended June 30, 2006 and 2005 was $109,117 and $16,852. (See Note 5 -
NOTES PAYABLE AND MORTGAGE for disclosure of all related party debt
transactions).

                                       16
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)

NOTE 8 - OUTSTANDING WARRANTS AND OPTIONS

At June 30, 2006, the Company had outstanding warrants to purchase 4,126,660
shares of its common stock at prices ranging from $1.04 to $3.10 per share. The
first warrants (3,199,500 shares of common stock, as adjusted for the 13:1
reverse stock split) were granted pursuant to the Merger Agreement effective
February 3, 2004 and expire after a period of five years. The second warrants
(677,160 shares of common stock) were granted pursuant to a private offering as
compensation for services rendered and expire on March 31, 2009. The remaining
warrant to purchase (200,000 shares of common stock) was granted in connection
with the October 2005 convertible debt financing and has an expiration date of
October 10, 2010. On May 19, 2006, the Company entered into an amendment to the
Securities Purchase Agreement, effective April 1, 2006 for the October 2005
convertible debt financing, pursuant to which it extended the initial payment
due date of its outstanding Convertible Secured Debenture ("Debenture") and
issued to the holder thereof an additional warrant to purchase 50,000 shares of
the Company's common stock at an exercise price of $3.10 per share. The warrants
became effective as of April 1, 2006.

At June 30, 2006, the Company had an option outstanding to an independent
consultant in exchange for services rendered for 250,000 shares of common stock
at an exercise price per share of $2.50.

NOTE 9 - STOCK BASED CONSIDERATION TO NON-EMPLOYEES

On September 1, 2005, the Company entered into an Independent Consulting
Agreement (the "Agreement") with Lomond International, Inc., an unrelated
corporation (the "Consultant"), pursuant to which the Consultant agreed to
provide certain specified business advisory services for a period of one year.
As compensation for such services, the Company sold to the Consultant, as a
commencement bonus, a warrant to purchase 50,000 shares of the Company's common
stock with an exercise price of $2.50 per share, and an expiration date of March
31, 2009, for an aggregate purchase price of $2,500. The warrant will
participate in all forward and reverse stock splits and stock dividends and will
have a one-time piggy-back registration right on the warrant and the shares of
common stock underlying the warrant. On November 11, 2005, the Business Advisory
Agreement, dated September 1, 2005, between the Company and Lomond
International, Inc. was amended, retroactive to the date of the agreement, to
eliminate any compensation payable by the Company to Lomond International Inc.
in connection with any debt or equity investment of any kind. As consideration
for such amendment, Lomond was paid a fee of $25,000.

                                       17
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)

NOTE 10 - CONVERTIBLE SECURED DEBENTURE

On October 27, 2005, the Company issued a 10% Secured Convertible Debenture, due
April 27, 2007, in the aggregate principal amount of $1.8 million (the
"Debenture") at an exercise price of $3.10 per share. In addition, the Company
issued a warrant to purchase 200,000 shares of the Company's common stock.

The Debenture was issued with an initial conversion price of $4.00 per share.
The Debenture bears interest at 10% per annum, payable monthly on the first day
of each calendar month, beginning on November 1, 2005. Interest was payable in
cash or, at the Company's option, in shares of common stock provided certain
conditions are satisfied. The holder of the Debenture was granted (i) a security
interest in the assets of the Company, and (ii) a pledge of VAMI's ownership of
its subsidiaries, which is subject to existing liens, existing indebtedness,
permitted liens and permitted indebtedness. Additionally, the subsidiaries
guaranteed the obligations of the Company under the Debenture. The Debenture was
also guaranteed personally by John C. Kleinert, the Company's President and
Chief Executive Officer, W. Peter Ragan, Sr., the Company's Vice President and
W. Peter Ragan, Jr., President of Velocity.

                                       18
<PAGE>

                VELOCITY ASSET MANAGEMENT, INC. AND SUBSIDIARIES
                      (Formerly known as Tele-Optics, Inc.)

            NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  June 30, 2006
                                   (UNAUDITED)

NOTE 10 - CONVERTIBLE SECURED DEBENTURE (Continued)

The holder may not exercise the warrant to the extent that, after giving effect
to exercise, as the case may be, the holder would beneficially own in excess of
4.99% of the outstanding common stock of the Company.

On April 1, 2006, the holder extended the initial payment due date of the
Debenture to June 27, 2007. The Company issued an additional warrant to purchase
50,000 shares of the Company's common stock at an exercise price of $3.10 per
share. On May 19, 2006, the Company used $1,823,000 of the proceeds related to a
preferred stock offering (See Note 11) to repay in full the interest and
principal under the Debenture.

NOTE 11 - PREFERRED STOCK OFFERING

On May 18, 2006, the Company consummated its public offering (the "offering") of
1,200,000 shares of Series A 10% Convertible Preferred Stock ("Preferred Stock")
resulting in gross proceeds of $12,000,000 to the Company. The underwriters were
granted an option to purchase up to an additional 180,000 shares of Preferred
Stock with an exercise price of $10.00 per share. The underwriters were also
issued a warrant to purchase 120,000 shares of Preferred Stock with an exercise
price of $10.00 per share. The public price per share for the offering was
$10.00. The shares of Series A Convertible Preferred Stock are listed on the
American Stock Exchange under the symbol JVI.PR.

The shares of Preferred Stock are convertible into common stock at a conversion
rate of $2.50 per share at the option of the holder. If after May 18, 2009, the
Company's common stock exceeds the conversion price of the Preferred Stock by
more than 35% and is traded on a national exchange, the Company may terminate
the conversion right. If the Company issues a conversion cancellation notice,
the Company will have the right to redeem the stock after May 18, 2009 for cash,
at the Company's option, at $10.00 per share, plus accrued and unpaid dividends
to the redemption date.

On May 31, 2006, the underwriters exercised their option to purchase 180,000
shares of the preferred stock at $10.00 per share.

                                       19
<PAGE>

         Item 6   Exhibits and Reports on Form 8-K

                  (a)      Exhibits

                  31.1     Certification of Principal Executive Officer pursuant
                           to Section 302 of the Sarbanes-Oxley Act of 2002

                  31.2     Certification of Principal financial Officer pursuant
                           to Section 302 of the Sarbanes-Oxley Act of 2002.

                  32.1     Certification of Principal Executive Officer pursuant
                           to 18 U.S.C. Section 1350

                  32.2     Certification of Principal Financial Officer pursuant
                           to 18 U.S.C. Section 1350.


                                       20
<PAGE>

                                   SIGNATURES

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


                                       VELOCITY ASSET MANAGEMENT, INC.

Dated:  November 24, 2006              By: /s/ JOHN C. KLEINERT
                                           -------------------------------------
                                           John C. Kleinert
                                           Chief Executive Officer and President

                                       21