UNITED
      STATES


SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      DC 20549





**FORM
      10-QSB**





[X]
            Quarterly
                Report pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934For
                the quarterly period ended:June
                30, 2005[ 
                 ]
            Transition
                Report pursuant to 13 or 15(d) of the Securities Exchange Act of
                1934For
                the transition period **_________**to
                ___________Commission
                File Number:000-31631





Trans
      Max Technologies, Inc.


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





Nevada
            42-1599830(State
                or other jurisdiction of incorporation or organization)
            (IRS
                Employer Identification No.)








One
                World Trade Center
              121
                S.W. Salmon Street, Suite 1100
              Portland,
                Oregon 97204(Address
                of principal executive offices)





(503)
                471-1376(Issuer’s
                telephone number)_______________________________________________________________(Former
                name, former address and former fiscal year, if changed since last
                report)




Check
      whether the issuer (1) 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 issuer was required to file such reports),
      and
      (2) has been subject to such filing requirements for the past 90 days [X] Yes
      [   ] No





State
      the
      number of shares outstanding of each of the issuer’s classes of common stock, as
      of the latest practicable date: 59,445,024 common shares as of June 30,
      2005





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





***Table
          of Contents***








**TABLE
                OF CONTENTS**
            PagePART
                I - FINANCIAL INFORMATIONItem
                1:
            Financial
                Statements
            3Item
                2:
            Plan
                of Operation
            4Item
                3:
            Controls
                and Procedures
            7PART
                II - OTHER INFORMATIONItem
                1:
            Legal
                Proceedings
            9Item
                2:
            Unregistered
                Sales of Equity Securities and Use of
                Proceeds
            9Item
                3:
            Defaults
                Upon Senior Securities
            9Item
                4:
            Submission
                of Matters to a Vote of Security
                Holders
            9Item
                5:
            Other
                Information
            9Item
                6:
            Exhibits
            10









2
 ***Table
          of Contents***


**PART
      I - FINANCIAL INFORMATION**





**Item
      1.** **Financial
      Statements**





Our
      unaudited condensed
      consolidated financial statements included in this Form 10-QSB are as
      follows:





(a)
            Condensed
                Consolidated Balance Sheet as of June 30,
                2005.


(b)
            Condensed
                Consolidated Statements of Operations for the six and three month
                periods
                ended June 30, 2005 and 2004;


(c)
            Condensed
                Consolidated Statements of Cash Flow for the six month periods ended
                June
                30, 2005 and 2004;


(d)
            Notes
                to Condensed Consolidated Financial
                Statements.





These
      unaudited condensed consolidated financial statements have been prepared in
      accordance with accounting principles generally accepted in the United States
      of
      America for interim financial information and the SEC instructions to Form
      10-QSB. In the opinion of management, all adjustments considered necessary
      for a
      fair presentation have been included. Operating results for the interim period
      ended June 30, 2005 are not necessarily indicative of the results that can
      be
      expected for the full year.


3
 ***Table
          of Contents***


TRANS
      MAX TECHNOLOGIES, INC.CONDENSED CONSOLIDATED
      BALANCE SHEET


JUNE
      30, 2005


(UNAUDITED)


**ASSETS**Current
                  Asset:Cash
                  and cash equivalents
              
              $
              837Total
                  Current Asset
              
              
              837Receivable
                  from affiliates
              
              
              311,339Property
                  and equipment, net
              
              
              1,507,402**TOTAL
                  ASSETS**
              
              $
              1,819,578**LIABILITIES
                  AND STOCKHOLDERS' (DEFICIT)****LIABILITIES**Current
                  Liabilities:Accounts
                  payable and accrued expenses
              
              $
              1,603,257Notes
                  payable to stockholders
              
              
              802,746Total
                  Current Liabilities
              
              
              2,406,003**Total
                  Liabilities**
              
              
              2,406,003**STOCKHOLDERS'
                  (DEFICIT)**Preferred
                  stock, $.001 Par Value; 10,000,000 shares authorizedno
                  shares issued and outstanding
              
              
              -Common
                  stock, $.001 Par Value; 500,000,000 shares authorized59,445,024
                  shares issued and outstanding
              
              
              59,445Additional
                  paid-in capital
              
              
              7,485,889Accumulated
                  deficit
              
              
              (8,131,759
              )**Total
                  Stockholders' (Deficit)**
              
              
              (586,425
              )**TOTAL
                  LIABILITIES AND STOCKHOLDERS' (DEFICIT)**
              
              $
              1,819,578












F
          -
          1
 ***Table
          of Contents***




TRANS
      MAX TECHNOLOGIES, INC.CONDENSED CONSOLIDATED
      STATEMENTS OF OPERATIONS


FOR
      THE SIX AND THREE MONTHS ENDED JUNE 30, 2005 AND
      2004


(UNAUDITED)




**SIX
                  MONTHS ENDED**
              
              **THREE
                  MONTHS ENDED****JUNE
                  30,**
              
              **JUNE
                  30,****2005**
              
              **2004**
              
              **2005**
              
              **2004****OPERATING
                  REVENUES**Sales
              
              $
              -
              
              $
              -
              
              $
              -
              
              
              -**COST
                  OF SALES**
              
              
              -
              
              
              -
              
              
              -
              
              
              -**GROSS
                  PROFIT (LOSS)**
              
              
              -
              
              
              -
              
              
              -
              
              
              -**OPERATING
                  EXPENSES**General
                  and administrative expenses
              
              
              39,282
              
              
              1,063,526
              
              
              35,505
              
              
              560,374Research
                  and development
              
              
              -
              
              
              57,612
              
              
              -
              
              
              -Depreciation
                  and amortization
              
              
              2,794
              
              
              673
              
              
              1,397
              
              
              -**Total
                  Operating Expenses**
              
              
              42,076
              
              
              1,121,811
              
              
              36,902
              
              
              560,374**NET
                  (LOSS) BEFORE OTHER (EXPENSES)**
              
              
              (42,076
              )
              
              (1,121,811
              )
              
              (36,902
              )
              
              (560,374
              )**OTHER
                  (EXPENSES)**Impairment
              
              
              -
              
              
              (822,046
              )
              
              -
              
              
              (822,046
              )Interest
                  expense
              
              
              (23,995
              )
              
              (18,940
              )
              
              (12,213
              )
              
              (9,123
              )**Total
                  Other Expenses**
              
              
              (23,995
              )
              
              (840,986
              )
              
              (12,213
              )
              
              (831,169
              )**NET
                  (LOSS) PER COMMON SHARE****OUTSTANDING**
              
              $
              (66,071
              )
              $
              (1,962,797
              )
              $
              (49,115
              )
              $
              (1,391,543
              )**WEIGHTED
                  AVERAGE NUMBER OF COMMON****SHARES
                  OUTSTANDING**
              
              
              21,483,159
              
              
              1,098,554
              
              
              21,483,159
              
              
              1,105,930**NET
                  (LOSS) PER COMMON SHARE**
              
              $
              (0.00
              )
              $
              (1.79
              )
              $
              (0.00
              )
              $
              (1.26
              )











F
          -
          2
 ***Table
          of Contents***


TRANS
        MAX TECHNOLOGIES, INC.CONDENSED CONSOLIDATED
        STATEMENTS OF CASH FLOW
 FOR
        THE SIX MONTHS ENDED JUNE 30, 2005 AND
        2004
 (UNAUDITED)
  **2005**
                
                **2004****CASH
                    FLOWS FROM OPERATING ACTIVITIES**Net
                    (loss)
                
                $
                (66,071
                )
                $
                (1,962,797
                )Adjustments
                    to reconcile net (loss) to net cash(used
                    in) operating activitiesDepreciation
                
                
                2,794
                
                
                673Imputed
                    interest expense
                
                
                23,995
                
                
                7,056Common
                    stock issued for services
                
                
                -
                
                
                70,339Impairment
                
                
                -
                
                
                822,046**Changes
                    in assets and liabilities**Decrease
                    in accounts receivable
                
                
                -
                
                
                18,192Decrease
                    in other assets
                
                
                -
                
                
                228,071Increase
                    in accounts payable
                
                
                5,000
                
                
                52,621Total
                    adjustments
                
                
                31,789
                
                
                1,198,998**Net
                    cash (used in) operating activities**
                
                
                (34,282
                )
                
                (763,799
                )**CASH
                    FLOWS FROM INVESTING ACTIVITIES**Purchase
                    of property and equipment
                
                
                -
                
                
                (398,707
                )Decrease
                    (Increase) in receivable from affiliates, net
                
                
                3,000
                
                
                (284,445
                )**Net
                    cash provided by (used in) investing activities**
                
                
                3,000
                
                
                (683,152
                )**CASH
                    FLOWS FROM FINANCING ACTIVITIES**Proceeds
                    from notes payable to stockholders
                
                
                32,050
                
                
                861,789Cash
                    contributed by stockholders
                
                
                -
                
                
                605,859**Net
                    cash provided by financing activities**
                
                
                32,050
                
                
                1,467,648**NET
                    INCREASE IN****CASH
                    AND CASH EQUIVALENTS**
                
                
                768
                
                
                20,697**CASH
                    AND CASH EQUIVALENTS -****BEGINNING
                    OF PERIOD**
                
                
                69
                
                
                9,259**CASH
                    AND CASH EQUIVALENTS - END OF PERIOD**
                
                $
                837
                
                $
                29,956**CASH
                    PAID DURING THE PERIOD FOR:**Cash
                    paid during the period for interest
                
                $
                -
                
                $
                11,884**SUPPLEMENTAL
                    DISCLOSURE OF NONCASH****ACTIVITIES:**Common
                    stock issued for services
                
                $
                -
                
                $
                70,339Imputed
                    interest expense contributed to additional
                
                $
                23,995
                
                $
                7,056paid-in
                    capital







F
          -
          3
 ***Table
          of Contents***







**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**





**NOTE
      1-** **ORGANIZATION
      AND BASIS OF PRESENTATION**





The
      condensed unaudited interim financial statements included herein have been
      prepared, without audit, pursuant to the rules and regulations of the Securities
      and Exchange Commission. The condensed financial statements and notes are
      presented as permitted on Form 10-QSB and do not contain information included
      in
      the Company’s annual statements and notes. Certain information and footnote
      disclosures normally included in financial statements prepared in accordance
      with accounting principles generally accepted in the United States of America
      have been condensed or omitted pursuant to such rules and regulations, although
      the Company believes that the disclosures are adequate to make the information
      presented not misleading. It is suggested that these condensed financial
      statements be read in conjunction with the December 31, 2004 audited financial
      statements and the accompanying notes thereto. While management believes the
      procedures followed in preparing these condensed financial statements are
      reasonable, the accuracy of the amounts are in some respects dependent upon
      the
      facts that will exist, and procedures that will be accomplished by the Company
      later in the year.





These
      condensed unaudited financial statements reflect all adjustments, including
      normal recurring adjustments which, in the opinion of management, are necessary
      to present fairly the operations and cash flows for the periods
      presented.





Perma-Tune
      Electronics, Inc. ("Perma-Tune") was incorporated in 1993 in the state of
      Texas. The Company designs and manufactures high performance electronic
      ignition systems for distribution throughout the United States, Canada, and
      Europe. On July 21, 2003, Perma-Tune acquired 100% of the issued and
      outstanding stock of Trans Max Technologies, Inc. ("Trans Max"), a Nevada
      corporation, in exchange for 15,177,300 shares of Perma-Tune's common stock
      (pre
      2 for 1, 6 for 1 and 1 for 200 stock splits), 910,638 post split. As
      a
      result of this acquisition, the control of Perma-Tune shifted to the former
      shareholders of Trans Max and this transaction was treated as a
      recapitalization. As a part of this recapitalization, Perma-Tune
      Electronics, Inc. changed its name to Trans Max Technologies, Inc. (the
      "Company").





**NOTE
      2-** **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES**





**Cash
      Equivalents**





For
      purposes of the consolidated statements of cash flows, the Company considers
      all
      highly liquid debt instruments purchased with an original maturity of three
      months or less to be cash equivalents.





F
          -
          4
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**







**NOTE
          2-** **SUMMARY
          OF SIGNIFICANT ACCOUNTING POLICIES
          (CONTINUED**





**Management
      Estimates**





The
      preparation of consolidated financial statements in conformity with accounting
      principles generally accepted in the United States of America requires
      management to make estimates and assumptions that affect the reported amounts
      of
      assets and liabilities at the date of the financial statements and the reported
      amounts of revenue and expenses during the reporting period. Actual
      results
      could differ from those estimates.





**Revenue
      Recognition**





The
      Company recognizes revenue when persuasive evidence of an arrangement exists,
      delivery has occurred, the sales price is fixed or determinable and
      collectibility is probable. Generally, these criteria are met at the
      time
      product is shipped. The Company provides for the estimated cost of product
      warranties upon shipment. The Company has a no return policy and has
      had no
      returns in the last two years. Shipping and handling costs are included in
      cost
      of goods sold.





**Research
      And Development**





Research
      and development activities are expensed as incurred, including costs relating
      to
      patents or rights, which may result from such expenditures.





**Principles
      Of Consolidation**





The
      consolidated financial statements include the accounts of the Company and its
      wholly owned subsidiary. All significant intercompany accounts and transactions
      have been eliminated.





**Concentrations
      Of Credit Risk**





Financial
      instruments, which subject the Company to concentration of credit risk include
      cash and cash equivalents and account receivables. The Company maintains its
      cash and cash equivalents with major financial institutions selected based
      upon
      management's assessment of the banks' financial stability. Balances
      periodically exceed the $100,000 federal depository insurance limit. The Company
      has not experienced any losses on deposits.







F
          -
          5
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**








**NOTE
          2
          -** **SUMMARY
          OF SIGNIFICANT ACCOUNTING POLICIES
          (CONTNUED)**





**Property
      And Equipment**





Property
      and equipment is stated at cost. Depreciation is computed using the
      straight-line method over the estimated useful lives of three to seven years
      for
      office furniture and equipment. Leasehold improvements are depreciated
      over
      the shorter of the useful life of the improvement or the life of the related
      lease. Additions or improvements that increase the value or extend the life
      of
      an asset are capitalized. Expenditures for normal maintenance and repairs are
      expensed as incurred. Disposals are removed from the accounts at cost
      less
      accumulated depreciation and any gain or loss from disposition is reflected
      in
      operations currently.





**Income
      Taxes**





The
      Company uses the liability method in accounting for income taxes. Under this
      method, deferred tax assets and liabilities are determined based on differences
      between financial reporting and income tax carrying amounts of assets and
      liabilities and are measured using the enacted tax rates and laws that will
      be
      in effect when the differences are expected to reverse. A valuation
      allowance, if necessary, is provided against deferred tax assets, based upon
      management's assessment as to their realization.





The
      difference between the 34% federal statutory income tax rate and amounts shown
      in the accompanying interim financial statements is primarily attributable
      to an
      increase in the valuation allowance applied against the tax benefit from
      utilization of net operating loss carry forwards.





**Impairment
      Of Long-Lived Assets**





In
      the event facts and circumstances indicate the carrying value of a long-lived
      asset, including associated intangibles, may be impaired, an evaluation of
      recoverability is performed by comparing the estimated future undiscounted
      cash
      flows associated with the asset to the asset's carrying amount to determine
      if a
      write-down to market value or discounted cash flow is required. Based
      upon
      management's evaluation, an impairment write-down of some of the Company's
      assets was deemed necessary in the amount of $0 and $822,046 for the six months
      ended June 30, 2005 and 2004 respectively.





The
      Company accounts for its impairment in accordance with FASB 142, “Goodwill and
      Other Intangible Assets.”







F
          -
          6
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**







**NOTE
          2
          -** **SUMMARY
          OF SIGNIFICANT ACCOUNTING POLICIES
          (CONTNUED)**





**Fair
      Value Of Financial Instruments**





The
      Company includes fair value information in the notes to the consolidated
      financial statements when the fair value of its financial instruments is
      different from the book value. When the book value approximates fair
      value,
      no additional disclosure is made.





**Loss
      Per Share**





Basic
      and diluted loss per share is computed on the basis of the weighted average
      number of shares of common stock outstanding during each period. Common
      equivalent shares from common stock options and warrants are excluded from
      the
      computation, as their effect would dilute the loss per share for all periods
      presented.





**Reclassifications**





Certain
      amounts for the six months ended June 30, 2004 have been reclassified to conform
      to the presentation of the June 30, 2005 amounts. The reclassifications have
      no
      effect on the net income for the six months ended June 30, 2004.





**Loss
      Per Share**





The
      following is a reconciliation of the computation for basic and diluted EPS
      for
      the six months ended June 30:


2005
              
              2004Net
                  (Loss)
              
              $
              (61,071
              )
              $
              (1,962,797
              )Weighted-average
                  common sharesoutstanding
                  (Basic)
              
              
              21,483,159
              
              
              1,098,554Weighted-average
                  common sharesequivalents:Stock
                  Options
              
              
              -
              
              
              -Warrants
              
              
              -
              
              
              -Weighted-average
                  common sharesoutstanding
                  (Diluted)
              
              
              21,483,159
              
              
              1,098,554


The
      Company has no potentially dillutive securities, such as options or warrants,
      currently issued and outstanding.









F
          -
          7
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**








**NOTE
          2 -** **SUMMARY
          OF SIGNIFICANT ACCOUNTING POLICIES
          (CONTNUED)**





**Recent
      Accounting Pronouncements**




On
      December 16, 2004, the Financial Accounting Standards Board (“FASB”) published
      Statement of Financial Accounting Standards No. 123 (Revised 2004),
“ *Share-Based
      Payment* ”
      (“SFAS 123R”). SFAS 123R requires that compensation cost related to share-based
      payment transactions be recognized in the financial statements. Share-based
      payment transactions within the scope of SFAS 123R include stock options,
      restricted stock plans, performance-based awards, stock appreciation rights,
      and
      employee share purchase plans. The provisions of SFAS 123R, as amended, are
      effective for small business issuers beginning as of the next fiscal year after
      December 15, 2005. Accordingly, the Company will implement the revised standard
      in the first quarter of fiscal year 2006. Currently, the Company accounts for
      its share-based payment transactions under the provisions of APB 25, which
      does
      not necessarily require the recognition of compensation cost in the financial
      statements (note 3(e)). Management is assessing the implications of this revised
      standard, which may materially impact the Company’s results of operations in the
      first quarter of fiscal year 2006 and thereafter.




In
      November 2004, the FASB issued Financial Accounting Standards No. 151 (FAS
      151),
“ *Inventory
      Costs - an amendment of ARB No. 43, Chapter 4* ”.
      FAS 151 clarifies the accounting for abnormal amounts of idle facility expense,
      freight, handling costs and spoilage. In addition, FAS 151 requires companies
      to
      base the allocation of fixed production overhead to the costs of conversion
      on
      the normal capacity of production facilities. FAS 151 is effective for the
      Company in 2006. The Company does not expect FAS 151 to have a material impact
      on its results or financial statements.





On
      December 16, 2004, FASB issued Statement of Financial Accounting Standards
      No.
      153, “ *Exchanges
      of Non-monetary Assets, an amendment of APB Opinion No. 29, Accounting for
      Non-monetary Transactions* ”
      (" SFAS 153"). This statement amends APB Opinion 29 to eliminate the exception
      for non-monetary exchanges of similar productive assets and replaces it with
      a
      general exception for exchanges of non-monetary assets that do not have
      commercial substance. Under SFAS 153, if a non-monetary exchange of similar
      productive assets meets a commercial-substance criterion and fair value is
      determinable, the transaction must be accounted for at fair value resulting
      in
      recognition of any gain or loss. SFAS 153 is effective for non-monetary
      transactions in fiscal periods that begin after June 15, 2005. The Company
      does
      not anticipate that the implementation of this standard will have a material
      impact on its financial position, results of operations or cash
      flows.







F
          -
          8
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


(UNAUDITED)\


**NOTE
      3 -**  **** **LIQUIDITY**





For
      the six months ended June 30, 2005, the Company had a net loss of ($66,071)
      and
      ($1,962,797) for the same period in 2004. For the six months ended June 30,
      2005
      and 2004, the Company had $34,282 and $763,799 negative cash flows from
      operations, respectively. The Company has been dependent on additional
      capital contributions from shareholders and debt financing to fund its cash
      requirements.





To
      assist with funding its operations, the Company's majority stockholders
      contributed additional paid-in capital of $0 for the six months ended June
      30,
      2005 and $605,859 for the six months ended June 30, 2004. The Company's majority
      stockholders contributed additional loans of $32,050 and $861,789 during the
      six
      months ended June 30, 2005 and 2004, respectively. During 2005 and beyond the
      Company will require additional capital. Although the current majority
      stockholders of the Company have made a verbal commitment, with no guarantee,
      to
      continue to fund the research and development and sales and marketing efforts
      of
      the Company in 2005 if alternate financing cannot be obtained, there can be
      no
      assurance that any new capital would be available to the Company or that
      adequate funds for the Company's operations, whether from the Company's
      revenues, financial markets, or other arrangements will be available when needed
      or on terms satisfactory to the Company. The failure of the Company to obtain
      adequate additional financing may require the Company to delay, curtail, or
      scale back some or all of its research and development programs, sales and
      marketing efforts, and manufacturing operations.





**NOTE
      4 -**  **** **PROPERTY
      AND EQUIPMENT**





Property
      and equipment, at June 30, 2005, consist of the following:





Machinery
                and equipment
            
            $
            14,734Water
                air machine
            
            
            1,500,000Less
                accumulated depreciation
            
            
            (7,332
            )Property
                and equipment, net
            
            $
            1,507,402





Depreciation
      expense was $2,794 and $673 for the six months ended June 30, 2005 and 2004,
      respectively. Leasehold improvements of $822,420 were written-off as
      the
      building in Ronkonkoma, New York was abandoned. The Company acquired the water
      air machine for cash of $10,300 and currently owes $1,489,700. There is no
      formal note agreement on this machine.








F
          -
          9
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**





**NOTE
      5
      -**  **** **NOTES
      PAYABLE TO STOCKHOLDERS**





Notes
      payable to stockholders at June 30, 2005 consisted of the
      following:





Note
      payable to a stockholder bearing interest at 10% per year with interest payments
      due quarterly and the principal due on demand. This note is collateralized
      by
      inventory. $40,000





Note
      payable to two stockholders and current employees of the Company bearing
      interest at 10% per year with all interest and principal due June 28, 2004
      with
      the option to renew the note for 30 day interval periods. The note is not
      collateralized. $23,400





Note
      payable to a stockholder and former officer/director of the Company. There
      is no formal note agreement. The note bears no interest; however, interest
      is imputed at the prime rate and the outstanding principal balance is due on
      demand. The note is not collateralized. $640,270





Note
      payable to a majority stockholder of the Company. There is no formal
      note
      agreement. The note bears no interest; however, interest is imputed
      at the
      prime rate and the outstanding principal balance is due on demand. The
      note
      is not collateralized. $99,076.


Total
                  notes payable to stockholders
              
              $
              802,746


**NOTE
      6
      -**STOCKHOLDERS
      EQUITY (DEFICIT)





In
      connection with the Company's recapitalization (See Note 1), the Company filed
      amended articles of incorporation that changed the authorized shares the Company
      is able to issue to 500,000,000 shares of common stock with a par value of
      $0.001 per share. Since the Company's common stock did not previously
      have
      a stated par value, common stock for all periods presented has been restated
      to
      reflect the par value of $0.001 per share.





The
      Company's articles of incorporation also authorize the issuance of up to
      10,000,000 shares of preferred stock with characteristics determined by the
      Company's board of directors. As of June 30, 2005, the Company has not
      issued any preferred stock.








F
          -
          10
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**





NOTE
      6
      -STOCKHOLDERS
      EQUITY (DEFICIT) (Continued)





Effective
      March 12, 2004 the Company's board of directors approved a six for one forward
      split of the Company's stock. As a result, 184,263,395 shares were issued
      to the stockholders of the Company. Par value of the stock remained
      at
      $0.001 per share and, accordingly, $184,263 was transferred from additional
      paid-in capital to common stock. The effect of this stock split was
      recorded retroactively in the December 31, 2003 audited financial statements
      and, accordingly, all references to the number of common shares and per common
      share amounts have been restated to give retroactive effect to the stock split
      for all periods presented in these financial statements.





On
      May 12, 2004, the Company issued 500 shares restricted shares to a consulting
      firm for the introduction of business opportunities. The cost associated
      with this issuance has been charged to consulting expense in the second
      quarter.





On
      May 25, 2004, Eastern Business Associates, Inc., Balboa Group, Inc., and
      Financial Investors, Inc. each acquired 43,002,350 shares of the Company’s stock
      or 19.4% of the outstanding shares resulting in a change in control of the
      Company. All three companies have the same Managing Director.





On
      July 20, 2004, the Board of Directors adopted a resolution authorizing and
      approving a 200 to 1 reverse stock split with the effective date of August
      9,
      2004 and the trading symbol of the Company was changed to TMAX.





On
      August 24, 2004, the Company entered into an Agreement with Groupo Aquinas
      SA
      whereby Groupo Aquinas SA assigned to the Company all the marketing and
      purchasing rights to water making technologies together with all related
      intellectual properties, including a Water Air Machine (WAM), which produces
      large quantities of drinkable water from the air at a low cost, in exchange
      for 50,000,000 shares of common stock of the Company and $1,500,000 of which
      $10,300 was paid during 2004. The certificates will bear the appropriate 2-year
      restrictive legend. This issuance of stock changes the control of the Company
      to
      Groupo Aquinas SA, a company with the same Managing Director as the three former
      control companies.





The
      Company in the third quarter also issued 7,911,350 shares of common stock for
      services valued at $43,512.





The
      Company in the third quarter converted $271,519 in notes payable to 271,519
      common shares of stock.







F
          -
          11
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**





NOTE
      6
      -STOCKHOLDERS
      EQUITY (DEFICIT) (Continued)





During
      the year 2004, the Company issued 42,499 shares of common stock in connections
      with various employment agreements.





The
      Company did not issue any shares for the six months ended June 30,
      2005.







NOTE
      7
      -RELATED
      PARTY TRANSACTIONS





The
      Company has entered into four note payable agreements with certain individual
      stockholders (See Note 5). Imputed interest on these notes totaled $23,995,
      which were contributed to capital and included in additional paid-in
      capital. The Company has a license agreement with its Chief Scientist
      for
      its ignition system product line whereby it has acquired all of his rights
      to
      patents, trademarks, technical information and trade secrets through November
      30, 2021 by payment of a yearly license fee of $1,000.





In
      November 2003, the Company agreed to provide a $1.5 million line of credit
      to
      provide products and services to Aero Marine Engine, Inc., a company owned
      by
      the majority stockholders of the Company. Pursuant to the agreement
      between
      the Company and Aero Marine Engine, Inc., for every $2 paid to the Company
      by
      Aero Marine Engine, Inc., the Company will extend $1 of credit, up to a maximum
      of $1.5 million dollars. As of June 30, 2005, the Company has not advanced
      any money under this agreement.  At June 30, 2005, the Company had a
      receivable from Aero Marine of $311,339. These advances were made in connection
      with relocating this affiliated company to Ronkonkoma, New York and funding
      this
      affiliated company’s payroll.





NOTE
      8
      -PROVISION
      FOR INCOME TAXES





Deferred
      income taxes will be determined using the liability method for the temporary
      differences between the financial reporting basis and income tax basis of the
      Company’s assets and liabilities. Deferred income taxes will be measured based
      on the tax rates expected to be in effect when the temporary differences are
      included in the Company’s consolidated tax return. Deferred tax assets and
      liabilities are recognized based on anticipated future tax consequences
      attributable to differences between financial statement carrying amounts of
      assets and liabilities and their respective tax bases.





F
          -
          12
 ***Table
          of Contents***





**TRANS
      MAX TECHNOLOGIES, INC.**


**NOTES
      TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)**


**JUNE
      30, 2005 AND 2004**


**(UNAUDITED)**





NOTE
      8
      -PROVISION
      FOR INCOME TAXES (Continued)





At
      June 30, 2005, deferred tax assets consist of the following:





Deferred
                tax asset
            
            $
            727,100Less:
                valuation allowance
            
            
            (727,100
            )$
            -0-





At
      June 30, 2005, the Company had an accumulated deficit in the approximate amount
      of $2,138,800 available to offset future taxable income through 2024. The
      Company established valuation allowances equal to the full amount of the
      deferred tax assets due to the uncertainty of the utilization of the operating
      losses in future periods.





**NOTE
      9-** **GOING
      CONCERN**





As
      shown in the accompanying consolidated financial statements, the Company
      incurred substantial net losses for the six months ended June 30, 2005 and
      for
      the years ended December 31, 2004 and 2003. There is no guarantee whether the
      Company will be able to generate enough revenue and/or raise capital to support
      those operations. This raises substantial doubt about the Company’s ability to
      continue as a going concern.





The
      Company’s future success is dependent upon its ability to achieve profitable
      operations and generate cash from operating activities, and upon additional
      financing. There is no guarantee that the Company will be able to raise enough
      capital or generate revenues to sustain its operations. Management believes
      they
      can raise the appropriate funds needed to support their business plan and
      acquire an operating, cash flow positive company.





The
      condensed consolidated financial statements do not include any adjustments
      relating to the recoverability or classification of recorded assets and
      liabilities that might result should the Company be unable to continue as a
      going concern.






F
          -
          13
 ***Table
          of Contents***




**Item
      2.  Plan of
      Operation**





**Forward-Looking
      Statements**




Historical
      results and trends should not be taken as indicative of future operations.
      Management’s statements contained in this report that are not historical facts
      are forward-looking statements within the meaning of Section 27A of
      the
      Securities Act of 1933, as amended, and Section 21E of the Securities and
      Exchange Act of 1934 (the “Exchange Act”), as amended. Actual results may differ
      materially from those included in the forward-looking statements. The Company
      intends such forward-looking statements to be covered by the safe-harbor
      provisions for forward-looking statements contained in the Private Securities
      Litigation Reform Act of 1995, and is including this statement for purposes
      of
      complying with those safe-harbor provisions. Forward-looking statements, which
      are based on certain assumptions and describe future plans, strategies and
      expectations of the Company, are generally identifiable by use of the
      words “believe,”“expect,”“intend,”“anticipate,”“estimate,”“project,”“prospects,”
      or similar expressions. The Company’s ability to predict results or the actual
      effect of future plans or strategies is inherently uncertain. Factors which
      could have a material adverse affect on the operations and future prospects
      of
      the Company on a consolidated basis include, but are not limited to: changes
      in
      economic conditions, legislative/regulatory changes, availability of capital,
      interest rates, competition, and generally accepted accounting principles.
      These
      risks and uncertainties should be considered in evaluating forward-looking
      statements and undue reliance should not be placed on such statements. Further
      information concerning the Company and its business, including additional
      factors that could materially affect the Company’s financial results, is
      included herein and in the Company’s other filings with the SEC.





**Overview**





We
      were
      incorporated in 1993 in the state of Texas under the name Perma-Tune
      Electronics, Inc. On July 21, 2003 we acquired 100% of the issued and
      outstanding stock of Trans Max Technologies, Inc. ("Trans Max"), a Nevada
      corporation, in a share exchange agreement for shares of our common stock.
      As a
      result of this acquisition, our control was shifted to the former shareholders
      of Trans Max and this transaction was treated as a recapitalization. 
      As a
      part of this recapitalization, we changed our name to Trans Max Technologies,
      Inc.





From
      July
      of 2003 until May of 2004, we primarily designed and manufactured high-energy
      electronic ignition systems for street vehicles, race cars, boats, scientific
      and industrial applications, space and aviation applications, as well as clean
      burning fuel applications. We previously sold our product through a well
      established network of wholesale distributors. During that time, we continued
      to
      develop new product lines in order to supply repair and performance parts for
      a
      variety of cars, trucks, and boats, as well as developing new ignition
      technologies that will increase an engines performance while improving fuel
      economy. The ignition control module in an internal combustion engine creates
      the energy to form the spark which begins the chain reaction of combustion.
      In
      conventional automobiles, the ignition control module feeds energy to the
      ignition coil to amplify that energy. The energy is then distributed by a
      distributor to the spark plugs which produce the spark to ignite the fuel-air
      mixture in the combustion chamber.


4
 ***Table
          of Contents***




In
      May
      2004, we had a change in management. Following this change in management, we
      reorganized our operations and sought other business opportunities for
      acquisition.




On
      August
      24, 2004, we entered into an Agreement with Groupo Acquinas SA (“Groupo”)
      whereby Groupo would assign to us all the marketing and purchasing rights it
      acquired from Victor Vartovy & Company (“VVC”). Groupo entered into an
      Exclusive Purchase Agreement with VVC and acquired all the ownership purchase
      rights to water making technologies together with all related intellectual
      properties, including the Water Air Machine (“WAM”), which produces large
      quantities of drinkable water from the air at a low cost. Samuel J. Higgins,
      an
      officer of our company, a member of our board of directors, and majority
      shareholder, is the managing director of Groupo Acquinas SA.





On
      August
      24, 2004, we entered into a Joint Venture Agreement (“Agreement”) with Adaptive
      Propulsion Systems, LLC (“Adaptive”). Adaptive is a subsidiary of Tactronics,
      Inc., a major supplier of equipment to the United States Special Forces Command.
      Under this Agreement, Adaptive will finance further development of WAM, improve
      and optimize WAM performance, and develop and incorporate a security system
      for
      WAM. Adaptive can utilize its expertise to modify the WAM; however, we will
      have
      all rights to any patentable technology that emerges. Also under the terms
      of
      this Agreement, we will grant Adaptive the exclusive right to utilize this
      technology for the military of all NATO countries. We will receive 20% of the
      gross revenue from all sales of WAM by Adaptive. Adaptive will receive 5% of
      the
      gross revenue from all of our sales to non-military purchasers. This agreement
      is for a term of 20 years unless revised by joint agreement of the parties.





We
      have
      delayed proceeding forward with the Agreement due to our insufficient level
      of
      financing. As a result, our efforts currently are focused on raising the
      requiring financing to execute our business plan. There is no guarantee that
      we
      will be able to raise enough capital or generate revenues to support our
      business plan and operate a cash flow positive company. Upon securing additional
      financing, we will proceed forward under the Agreement with
      Adaptive.





We
      currently have no business activities. Due to our inability to secure funding,
      we are unable to implement our business plan. Over the next 12 months our plan
      is to secure additional financing opportunities in order to proceed with an
      active business operation. Given our lack of success in generating any
      discussions, we plan to retain a consultant to assist us identifying additional
      financing, but have not retained a consultant at the present time. Our plan
      of
      operation is to continue our attempts to identify and evaluate financing
      opportunities in order to proceed with an active business
      operation.





We
      currently have forecasted the expenditure of approximately $20,000 during the
      next twelve months in order to remain in compliance with the Securities Exchange
      Act of 1934, retain a consultant, and to identify additional financing. We
      can
      provide no assurance that we will be successful in acquiring additional
      financing to implement our current business plan. We can provide no assurance
      that we will receive additional financing if sought.





We
      do not
      anticipate purchasing any real property or significant equipment in the next
      twelve months.





At
      the
      present time, we have no employees other than our sole officer and director,
      Dr.
      Raymond Brouzes. We do not anticipate hiring any employees until such time
      as we
      are able to acquire any additional financing.






5
 ***Table
          of Contents***





Assets





As
      of
      June 30, 2005, our sole asset was cash and cash equivalents in the amount of
      $837. As of June 30, 2005, we had total assets in the amount of $1,819,578.
      As
      of June 30, 2005, we had an accounts receivable from an affiliate in the amount
      of $311,339 and property and equipment in the amount of $1,507,402.





Liabilities
      and Stockholders’ Deficit





Our
      total
      liabilities as of June 30, 2005 were $2,406,003. On June 30, 2005 our
      liabilities consisted of accounts payable and accrued expensed in the amount
      of
      $1,603,257, notes payable to stockholders in the amount of
      $802,746.





As
      of
      June 30, 2005, there was a Stockholders’ deficit of $586,425.





Results
      of Operations





We
      have
      not had any business operations since May 2004 and have not generated any
      revenue since fiscal 2003. As a result, we did not earn any revenue during
      the
      three or six months ended June 30, 2005 or in the same reporting period in
      the
      prior year.





We
      incurred operating expenses in the amount of $36,902 for the three months ended
      June 30, 2005, compared to operating expenses of $560,374 for the three months
      ended June 30, 2004. We incurred operating expenses in the amount of $42,076
      for
      the six months ended June 30, 2005, compared to operating expenses of $1,121,811
      for the six months ended June 30, 2004. Our operating expenses for the three
      and
      six months ended June 30, 2005 were primarily attributable to general and
      administrative expenses. The significant decrease in our operating expenses
      is
      attributable to us ceasing operations and reorganizing our
      business.





We
      have
      incurred a net loss of $49,115 for the three month period ended June 30, 2005,
      compared to $1,391,543 for the three month period ended June 30, 2004. We have
      incurred a net loss of $66,071 for the six month period ended June 30, 2005,
      compared to $1,962,797 for the six month period ended June 30, 2004. Our losses
      for the three and six months ended June 30, 2005 are primarily attributable
      to
      operating expenses. Our losses for the three and six months ended June 30,
      2004
      was primarily attributable to general and administrative expenses and the
      impairment of our assets in the amount of $822,046 resulting from leasehold
      improvements in an abandoned building in Ronkonkoma, New York.





Liquidity
      and Capital Resources





As
      of
      June 30, 2005, we have cash in the amount of $837. We had a working capital
      deficit of $2,405,166 on June 30, 2005. As a result, we had insufficient capital
      to complete our business plan.





We
      have
      not attained profitable operations and are dependent upon obtaining financing
      to
      complete our business plan over the next 12 months. We can provide no assurance
      that we will receive any additional financing. For these reasons, our auditors
      have stated in their report that they have substantial doubt about our ability
      to continue as a going concern.






6
 ***Table
          of Contents***





Going
      Concern





As
      shown
      in the accompanying condensed consolidated unaudited financial statements,
      we
      incurred substantial net losses for the three and six months ended June 30,
      2005
      and 2004. There is no guarantee whether we will be able to generate enough
      revenue and/or raise capital to support those operations. For these reasons,
      our
      auditors have raised substantial doubt about our ability to continue as a going
      concern.





Our
      future success is dependent upon our ability to achieve profitable operations
      and generate cash from operating activities, and upon additional financing.
      There is no guarantee that we will be able to raise enough capital or generate
      revenues to sustain its operations. Management believes we can raise the
      appropriate funds needed to support our business plan and operate a cash flow
      positive company.





The
      condensed consolidated unaudited financial statements do not include any
      adjustments relating to the recoverability or classification of recorded assets
      and liabilities that might result should we not be unable to continue as a
      going
      concern.





Off
      Balance Sheet Arrangements





As
      of
      June 30, 2005, there were no off balance sheet arrangements.





**Item
      3.     Controls and Procedures**





We
      carried out an evaluation of the effectiveness of the design and operation
      of
      our disclosure controls and procedures (as defined in Exchange Act Rules
      13a-15(e) and 15d-15(e)) as of June 30, 2005. This evaluation was carried out
      under the supervision and with the participation of our Chief Executive Officer
      and Chief Financial Officer, Dr. Raymond Brouzes. Based upon that evaluation,
      our Chief Executive Officer and Chief Financial Officer concluded that, as
      of
      June 30, 2005, our disclosure controls and procedures are effective. There
      have
      been no significant changes in our internal controls over financial reporting
      during the quarter ended June 30, 2005 that have materially affected or are
      reasonably likely to materially affect such controls.





Disclosure
      controls and procedures are controls and other procedures that are designed
      to
      ensure that information required to be disclosed in our reports filed or
      submitted under the Exchange Act are recorded, processed, summarized and
      reported, within the time periods specified in the SEC's rules and forms.
      Disclosure controls and procedures include, without limitation, controls and
      procedures designed to ensure that information required to be disclosed in
      our
      reports filed under the Exchange Act is accumulated and communicated to
      management, including our Chief Executive Officer and Chief Financial Officer,
      to allow timely decisions regarding required disclosure.





Limitations
      on the Effectiveness of Internal Controls





Our
      management does not expect that our disclosure controls and procedures or our
      internal control over financial reporting will necessarily prevent all fraud
      and
      material error. An internal 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 design of a control
      system must reflect the fact that there are resource constraints, and 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






7
 ***Table
          of Contents***






absolute
      assurance that all control issues and instances of fraud, if any, within the
      Company have been detected. These inherent limitations include the realities
      that judgments in decision-making can be faulty, and that breakdowns can occur
      because of simple error or mistake. Additionally, controls can be circumvented
      by the individual acts of some persons, by collusion of two or more people,
      or
      by management override of the internal control. The design of any system of
      controls also is based in part upon certain assumptions about the likelihood
      of
      future events, and there can be no assurance that any design will succeed in
      achieving its stated goals under all potential future conditions. Over time,
      control may become inadequate because of changes in conditions, or the degree
      of
      compliance with the policies or procedures may deteriorate.


8
 ***Table
          of Contents***





**PART
      II - OTHER INFORMATION**





**Item
      1.  Legal
      Proceedings**





On
      April
      20, 2005, CDW Corporation (hereinafter “CDW”) filed a lawsuit against us as
      successor in interest to Bogner Industries, Inc., a New York Corporation, in
      the
      Circuit Court of Cook County, Illinois. CDW is seeking compensation in the
      amount of $3,119.55 for computer goods delivered to Bogner Industries. On June
      28, 2005, a judgment was entered in the amount of $3,286.82 against
      us.





On
      April
      29, 2005, three (3) former employees filed a lawsuit against us in New York
      Supreme Court, County of Suffolk, Riverhead. The former employees are seeking
      compensation and liquidated damages under employment agreements collectively
      in
      the amount of approximately $22,907,500. No trial date has been set. We believe
      the lawsuit is without merit and we are aggressively defending this
      case.





There
      have been no material developments in the ongoing legal proceedings previously
      reported in which we are a party.  A discussion of our ongoing legal
      proceedings is discussed in our annual report on Form 10-KSB for the year ended
      December 31, 2004.





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





None





**Item
      3.     Defaults upon Senior
      Securities**





None





**Item
      4.     Submissionof Matters to a Vote
      of Security Holders**





No
      matters have been submitted to our security holders for a vote, through the
      solicitation of proxies or otherwise, during the quarterly period ended June
      30,
      2005.





**Item
      5.     OtherInformation**


On
          August
          20, 2005, Dr. Raymond Brouzes resigned as our Chief Executive Officer,
          Chief
          Financial Officer, and as a member of the board of directors. There was
          no known
          disagreement with Dr. Brouzes on any matter relating to our operations,
          policies
          or practices.
 
 On
          August
          20, 2005, Mr. Samuel Higgins was appointed Chief Executive Officer and
          Chief
          Financial Officer. On May 13, 2005, our board of directors appointed Mr.
          Samuel
          J. Higgins to serve as our Secretary, Treasurer and Director. We have not
          entered into an employment agreement with Mr. Higgins. Since 1995, Mr.
          Higgins
          has served as Senior Managing Director of IEP, International Equity Partners
          a
          private equity firm with offices in Mexico, India and the United Arab Emirates.
          Mr. Higgins also is a director of Aero Marine Engine, Inc. and Magellan
          Industries, Inc., both reporting companies. On August 24, 2004, we entered
          into
          an Agreement with Groupo Acquinas SA (“Groupo”) whereby Groupo assigned to us
          all the marketing and purchasing rights of Victor Vartovy & Company (“VVC”).
          Groupo is a majority shareholder of our company and Mr. Samuel J. Higgins
          is the
          beneficial holder of shares held by Groupo.


9
 ***Table
          of Contents***


**Item
      6.      Exhibits**





**Exhibit
                Number**
            **Description
                of Exhibit**31.1
            Certification
                of Chief Executive Officer pursuant to
                18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the
                Sarbanes-Oxley Act of 200231.2
            Certification
                of Chief Financial Officer pursuant to
                18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the
                Sarbanes-Oxley Act of 200232.1
            Certification
                of Chief Executive Officer and Chief
                Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
                pursuant
                to Section 906 of the Sarbanes-Oxley Act of
                2002








**SIGNATURES**





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





**Trans
                Max Technologies, Inc.**Date:
            August
                22, 2005By:/s/  
                Samuel
                Higgins
              Samuel
                Higgins
              Title:**Chief
                Executive Officer, Chief Financial Officer, and
                Director**












10