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


                                   FORM 10-KSB/A


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

                     For The Fiscal Year Ended May 31, 2006

                         Commission file number: 0-9879

                            CAPITAL SOLUTIONS I, INC.
        ----------------------------------------------------------------
           (name of small business issuer as specified in its charter)

           Delaware                                         13-2648442
--------------------------------------------------------------------------------
  (State or other jurisdiction                 (IRS Employee Identification No.)
of incorporation or organization)

                        ONE N.E. FIRST AVENUE, SUITE 306
                              OCALA, FLORIDA 34470
        ----------------------------------------------------------------
                    (Address of principal executive offices)

         Issuer's telephone number, including area code: (718)-554-3652

           SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                                      NONE

           SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
                       COMMON STOCK, $0.0000001 PAR VALUE

Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities and 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  [ ]

Check if disclosure of delinquent filers pursuant to Item 405 of Regulation S-B
is not contained in this form, and no disclosure will be contained, to the best
of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-KSB or any amendment to
this Form 10-KSB. [ ]













<PAGE>
State issuer's revenues for its most recent fiscal year. $0.00

Aggregate market value of the voting stock held by non-affiliates of the
registrant as of September 11, 2006 $5,019.00

Number of outstanding shares of the registrant's par value $.0000001 common
stock, as of September 11 2006: 96,732

DOCUMENTS INCORPORATED BY REFERENCE

                                      None

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


Note that this Amended Form 10-KSB/A has been filed to reflect amendments to
Item 8A - Controls and Procedures.














































<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                                   FORM 10-KSB
                                      INDEX

                                                                            Page

                                     Part I

Item 1.  Business .........................................................   1

Item 2.  Description of Property...........................................   8

Item 3.  Legal Proceedings.................................................   8

Item 4.  Submission of Matters to a Vote of Security Holders...............   8

                                     Part II

Item 5.  Market for Common Equity and Related Stockholder Matters..........   9

Item 6.  Management's Discussion and Analysis..............................  10

Item 7.  Financial Statements..............................................  13

Item 8.  Changes in and Disagreements with Accountants on Accounting
         and Financial Disclosure..........................................  28

Item 8A.  Controls and Procedures..........................................  28

                                    Part III

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
         Compliance with Section 16(a) of the Exchange Act.................  28

Item 10. Executive Compensation............................................  30

Item 11. Security Ownership of Certain Beneficial Owners
         and Management....................................................  31

Item 12. Certain Relationships and Related Transactions....................  31

Item 13. Exhibits..........................................................  31

Item 14. Principal Accountant fees and services............................  32

Signatures.................................................................  33














<PAGE>
                                     PART I

This annual report on Form 10-KSB contains forward-looking statements that are
based on current expectations, estimates, forecasts and projections about the
Company, us, our future performance, our beliefs and our Management's
assumptions. In addition, other written or oral statements that constitute
forward-looking statements may be made by us or on our behalf. Words such as
"expects," "anticipates," "targets," "goals," "projects," "intends," "plans,"
"believes," "seeks," "estimates," variations of such words and similar
expressions are intended to identify such forward-looking statements. These
statements are not guarantees of future performance and involve certain risks,
uncertainties and assumptions that are difficult to predict or assess.
Therefore, actual outcomes and results may differ materially from what is
expressed or forecast in such forward-looking statements. Except as required
under the federal securities laws and the rules and regulations of the SEC, we
do not have any intention or obligation to update publicly any forward-looking
statements after the filing of this Form 10-KSB, whether as a result of new
information, future events, changes in assumptions or otherwise.

ITEM 1.  DESCRIPTION OF BUSINESS

HISTORICAL OVERVIEW

         Capital Solutions I, Inc. (formerly Vacation Ownership Marketing, Inc.)
(the "Company"), was incorporated in Delaware as "Magnum Communications Corp."
in 1969 and changed its name to Vacation Ownership Marketing, Inc. in 1980.
Coinciding with the name change, the Company changed its business to the
development and marketing of time-shared condominiums which it continued until
1983. From 1983 until August 29, 2001, the Company was not engaged in any
business. On August 29, 2001, the Company acquired Encore Builders, Inc.
("Encore Builders"), a construction company, through what was then a subsidiary
of the Company. Beginning on August 29, 2001 the Company was engaged in the
construction of Conquistador Plaza Apartments in Miami, Florida, pursuant to a
lump sum construction contract with Conquistador Plaza. These operations ceased
with the separation of Encore Builders from the Company in the first quarter of
2002. The Company changed names to its present name on May 10, 2004.

         On January 21, 2004, The Company took the following actions in lieu of
an annual meeting of the stockholders pursuant to Section 228 of the Delaware
General Corporation law: re-election of directors; the Company increased its
authorized common stock from 50,000,000 to 1,000,000,000 shares; the
ratification of the issuance of common stock; the ratification of the assignment
of Encore Builders common stock; and the approval of the Amended and Restated
Articles of Incorporation. An amended and Restated Certificate of Incorporation
was filed with the Secretary of State on January 22, 2004.

         On May 10, 2004, a wholly owned subsidiary of the Company, Capital
Solutions I, Inc. ("Capital Solutions") was merged with and into the Company
with the Company remaining as the surviving entity. As a result of the merger,
the Company changed its name to "Capital Solutions I, Inc.". Immediately
following the merger, the Company engaged in a 1:50 reverse stock split of its
common stock. The stock split decreased the Company's issued and outstanding
common stock from 61,110,595 to 1,222,628 and Capital Solutions, the
non-surviving subsidiary, was dissolved. Additionally, pursuant to the merger,
the authorized shares of common stock increased from 1 billion to 20 billion and
the authorized shares of preferred stock increased from 10 million to 200
million. The par value of the common stock and preferred stock authorized was
reduced from $.001 par value per share to $.0000001 par value per share. The

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Company does not believe the merger had any effect on the Company or its
finances other than the amendment and restatement of the Company's Certificate
of Incorporation. An Amended and Restated Certificate of Incorporation was filed
with the Delaware Secretary of State on May 6, 2004.

         On July 29, 2004, the Company entered into an Investors Relations
Program (the "IR AGREEMENT") with Turner Hughes Corporation ("TURNER") pursuant
to which Turner agreed to provide certain investor relations services ("IR
SERVICES") to the Company. Pursuant to the IR Agreement, and in consideration
for the IR Services to be provided by Turner to the Company, the Company agreed
to issue to Turner, a one time fee of 23 million newly issued shares of the
Company's common stock, $0.0000001 par value per share, bearing restrictive
legends. The 23 million shares were issued post 1:50 reverse stock split
effected by the Company on May 11, 2004. However, these shares have now been
reduced to 4,600 as a result of 1:10 reverse split effective June 17, 2005 and a
1:500 reverse split effective January 31, 2006.

         On August 24, 2004, the Company issued 150 million and 100 million
newly issued shares of the Company's common stock, $0.0000001 par value per
share, bearing restrictive legends, to Richard Astrom and Christopher Astrom,
respectively. The purpose of these issuances of restricted shares was to
compensate Richard Astrom and Christopher Astrom for certain services rendered
to the Company as officers and directors.

         On August 26, 2004, in order to provide the Company with a source of
equity financing, the Company entered into a Standby Equity Distribution
Agreement (the "SEDA") with Cornell Capital Partners, LP, a Delaware limited
partnership ("CORNELL") to receive advances up to $6 million and to issue common
stock in lieu of repayment of such advances.

         As part of this transaction, on August 26, 2004, the Company entered
into an Escrow Agreement by and between the Company, Cornell and Butler Gonzalez
LLP, (ii) a Registration Rights Agreement by and between the Company and Cornell
and (iii) a Placement Agent Agreement by and between the Company, Cornell and
Newbridge Securities Corporation. While the foregoing agreements are dated as of
August 26, 2004, the Company and the other parties to such agreements did not
actually exchange executed copies of such agreements until September 13, 2004.

         Pursuant to the SEDA, the Company agreed to issue to Cornell, on the
date of execution of the SEDA, 14,500,000 newly issued shares of the Company's
common stock, $0.0000001 par value per share, bearing restrictive legends, as a
one time commitment fee. These shares have now been reduced to 2,900 as a result
of 1:10 reverse split effective June 17, 2005 and a 1:500 reverse split
effective January 31, 2006.

         In addition, pursuant to the Placement Agent Agreement, the Company
issued 500,000 newly issued shares of the Company's common stock $.0000001 par
value, to Newbridge Securities Corporation as a one time placement fee. These
shares have now been reduced to 100 as a result of 1:10 reverse split effective
June 17, 2005 and a 1:500 reverse split effective January 31, 2006.

         The Company has not taken any advances on this equity line of credit.
Prior to the final closing of the SEDA transaction the Company determined not to
proceed and accordingly, the SEDA and its availability were terminated.





                                        2
<PAGE>
            At the time of issuance of the shares in connection with the SEDA,
the Company was not engaged in any business operations and accordingly appeared
to be a blank check company. Generally, a blank check company is a development
stage company that has no specific business plan or purpose, or is seeking to
merge with or acquire an unidentified target, and is issuing "penny stock". It
is the position of the Securities and Exchange Commission that securities issued
by a blank check company cannot be resold under Rule 144, regardless of
technical compliance with that rule, but must be registered under the Securities
Act. Accordingly, the Company believes that the above discussed securities
issued as part of the proposed SEDA may not be resold until registered.

         On April 26, 2005, the Company issued 100 million and 50 million newly
issued shares of the Company's common stock, $0.0000001 par value per share,
bearing restrictive legends, to Richard Astrom and Christopher Astrom,
respectively. The purpose of these issuances of restricted shares was to
compensate Richard Astrom and Christopher Astrom for certain services rendered
to the Company as officers and directors.

         On May 26, 2005, Capital Solutions I, Inc. consummated the acquisition
of Bedrock Holdings, Inc. ("Bedrock") pursuant to that certain Share-For-Share
Exchange Agreement dated May 5, 2005 by and among the Company, Bedrock and the
Bedrock Shareholders. The principals of Bedrock are experienced in the areas of
capital investments and markets. The Company anticipated that the experience of
the Bedrock principals would have been valuable in completing a proposed
transaction with Victory Petroleum, Inc. and obtaining necessary funding for the
completion of such transaction. In a short-form merger consummated on June 22,
2005, Bedrock was merged with and into the Company.

         On June 15, 2005, the Company entered into a letter of intent ("LOI")
to acquire Victory Petroleum, Inc., a Florida corporation and 27 affiliated
entities. The LOI was subsequently amended to extend the deadline for the
execution of definitive agreements until August 15, 2005. The LOI was again
amended extending the deadline for the execution of definitive agreements until
September 30, 2005. As reported by the Company on Form 8-K dated October 3,
2005, the deal was subsequently abandoned after the parties could not agree on
terms of the transaction.

         By October, 2005 negotiations with Victory Petroleum had terminated. On
October 19, 2005, the Company rescinded the Bedrock acquisition. Specifically,
the Company and Bedrock entered into and closed a Rescission Agreement together
with each of the Bedrock Shareholders and certain other individuals.

         Pursuant to the terms of the Rescission Agreement, the Share-for-Share
Exchange Agreement which had closed on May 16, 2005 was rescinded. The Company
previously reported the entry into the Share-for-Share Exchange Agreement on
Form 8-K dated May 9, 2005 and the subsequent closing of the transaction on a
Form 8-K dated May 26, 2005.

         In accordance with the rescission, thirty million shares of common
stock which had been issued to the Bedrock Shareholders and certain other
individuals had been cancelled and returned to the treasury. In addition, the
Company has returned its shareholding in Bedrock Holdings, Inc. The closing of
the transaction occurred simultaneously with the receipt of the last signature
on the Rescission Agreement. A copy of the Rescission Agreement is attached as
Exhibit 2.1 to the Form 8-K filed October 19, 2005. The foregoing description of
the Share Exchange Agreement is qualified in its entirety by reference to the
full text of the Rescission Agreement.


                                        3
<PAGE>
         On June 17, 2005, The Company took the following actions in lieu of an
annual meeting of the stockholders pursuant to Section 228 of the Delaware
General Corporation law: the Company decreased its authorized common stock from
2,000,000,000 to 900,000,000 shares; decreased its authorized preferred stock
from 200,000,000 to 20,000,000; engaged in a 1:10 reverse stock split of its
common stock, decreasing the Company's issued and outstanding common stock from
783,667,072 to 78,366,672; and the approval of the Amended and Restated Articles
of Incorporation. An amended and Restated Certificate of Incorporation was filed
with the Secretary of State on June 17, 2005.

         On July 19, 2005, the Company entered into an Anti-Dilution Agreement
with Christopher Astrom and Richard Astrom whereby Messrs. Astrom are guaranteed
that their stock ownership percentage in the Company will not drop below 51%.

         On January 31, 2006, The Company took the following actions in lieu of
an annual meeting of the stockholders pursuant to Section 228 of the Delaware
General Corporation law: the Company maintained its authorized common stock of
900,000,000 shares; engaged in a 1:500 reverse stock split of its common stock,
decreasing the Company's issued and outstanding common stock from 48,466,672 to
96,732; and the approval of the Amended and Restated Articles of Incorporation.
An amended and Restated Certificate of Incorporation was filed with the
Secretary of State on January 31, 2006.

ENCORE BUILDERS

         Encore Builders, the Company's former wholly-owned subsidiary, was
engaged in the construction of the Conquistador Plaza Apartments in Miami,
Florida, pursuant to a lump sum construction contract with Conquistador Plaza,
dated January 30, 2001.

         Encore Builders did not complete construction of the project.
Accordingly, Conquistador Plaza declared Encore Builders, Inc. in default of its
construction contract. In light of their dispute, the Company and Encore
Builders decided to separate the businesses. On March 20, 2002, Braulio
Gutierrez, who was then President and a director of the Company, and Braulio
Gutierrez's sister, Patricia Gutierrez, who was then Vice President, Treasurer
and a director of the Company, resigned from the Company. Christopher Astrom, a
principal stockholder and a director of the Company, replaced Braulio Gutierrez
as President. Subsequently, the Company assigned to Braulio Gutierrez the
Company's Encore Builders Common Stock and Braulio Gutierrez returned his stock
to the Company.


















                                        4
<PAGE>
CURRENT BUSINESS

         The Company does not have any ongoing business operations or revenue
sources. Accordingly, the Company's remaining operations will be limited to
business combination with an existing business. The Company has, and will
continue to have, little or no capital with which to provide the owners of
business opportunities any significant cash or other assets. However, management
believes the Company will be able to offer owners of acquisition candidates the
opportunity to acquire a controlling ownership interest in a publicly registered
company without incurring the cost and time required to conduct an initial
public offering. Any such acquisition candidate will, however, incur significant
legal and accounting costs in connection with an acquisition of the Company,
including the costs of preparing current reports on Form 8-K and periodic
reports on Form 10-Q or 10-QSB and Form 10-K or 10-KSB, various agreements and
other documents. The Exchange Act specifically requires that any merger or
acquisition candidate comply with all applicable reporting requirements, which
include providing audited financial statements within the numerous filings
relevant to complying with the Exchange Act. The officers and directors of the
Company have not conducted market research and are not aware of statistical data
which would support the perceived benefits of a merger or acquisition
transaction for the owners of a business opportunity.

THE MARKET

         Management believes the Company will be able to offer owners of
acquisition candidates the opportunity to acquire a controlling ownership
interest in a publicly registered company without incurring the cost and time
required to conduct an initial public offering. Any such acquisition candidate
will, however, incur significant legal and accounting costs in connection with
an acquisition of the Company, including the costs of preparing current reports
on Form 8-K and periodic reports on Form 10-Q or 10-QSB and Form 10-K or 10-KSB,
various agreements and other documents. The Exchange Act specifically requires
that any merger or acquisition candidate comply with all applicable reporting
requirements, which include providing audited financial statements to be
included within the numerous filings relevant to complying with the Exchange
Act. The officers and directors have not conducted market research and are not
aware of statistical data which would support the perceived benefits of a merger
or acquisition transaction for the owners of a business opportunity. The market
for entering into business opportunities presented to the Company by persons or
firms desiring to seek the perceived advantages of a corporation registered
under the Exchange Act may be difficult in light of increased government
regulation of public companies, including the recently enacted Sarbanes-Oxley
Act of 2002.

THE COMPETITION

         The Company does not have competition at this time as the Company has
had no operating business since on or about March 20, 2002. However, many other
Companies are seeking merger or acquisition opportunities, and a potential
candidate may find one of these other entities more attractive for a variety of









                                        5
<PAGE>
reasons, including, but not limited to, the terms negotiated for such merger or
acquisition transaction.

EMPLOYEES

         Other than Christopher Astrom, who is the Chief Executive Officer and
Chief Financial Officer of the Company, and Richard Astrom, who is the Secretary
of the Company, the Company has no employees.

RECENT DEVELOPMENTS

         On August 27, 2001, the Company's former parent, Acquisition Corp.,
offered Acquisition Corp. Debentures. The Acquisition Corp. Debentures were
exchanged for Vacation Ownership Marketing, Inc. Debentures ("VAOM Debentures").
The Debentures were one year debentures and became due August 27, 2002. The
Company did not repay the Debentures and accordingly, defaulted on the
Debentures on August 27, 2002. The Debentures were issued in Colorado and
pursuant to their terms, are governed by Colorado law which provides for a three
year statute of limitations to pursue a claim under the Debentures. As of August
27, 2006 the Company had $400,202 in VAOM Debentures outstanding and $170,005 in
accrued interest expense on the Debentures. The Company has determined that the
statute of limitations to file a claim to seek repayment on the VAOM Debentures
has passed and that no such claim has been filed. Accordingly, On August 27,
2006, the Company wrote off the Debenture balance of $400,202 and accrued
interest of $170,005.

                                  RISK FACTORS

IN ADDITION TO OTHER INFORMATION IN THIS REPORT, YOU SHOULD CONSIDER THE
FOLLOWING RISK FACTORS CAREFULLY. THESE RISKS MAY IMPAIR THE COMPANY'S OPERATING
RESULTS AND BUSINESS PROSPECTS AS WELL AS THE MARKET PRICE OF THE COMPANY'S
COMMON STOCK.

RISKS RELATED TO THE COMPANY'S FINANCIAL CONDITION AND BUSINESS MODEL

THE COMPANY'S LIQUIDITY IS LIMITED AND IT MAY NOT BE ABLE TO OBTAIN SUFFICIENT
FUNDS TO FUND ITS BUSINESS

         The Company's cash is currently very limited and may not be sufficient
to fund future operations. Although future operations are limited, the Company
does incur expenses in maintaining its filing requirements in accordance with
the Securities Exchange Act of 1934. If the Company is unable to raise
additional capital, any future operations could be impeded. If the Company
obtains additional funding, the issuance of additional capital stock may be
dilutive to the Company's stockholders.

THE COMPANY CURRENTLY HAS NO OPERATIONS

         The Company has had no operations since March 20, 2002.

IT MAY BE DIFFICULT TO CONSUMMATE A MERGER OR ACQUISITION WITH A
PRIVATE ENTITY

         The Company expects its purpose will include locating and consummating
a merger or acquisition with a private entity. The Company anticipates the
selection of a business opportunity in which to participate will be complex and
extremely risky. The Company has, and will continue to have, little or no
capital with which to provide the owners of business opportunities with any
significant cash or other assets. However, management believes the Company will
be able to offer owners of acquisition candidates the opportunity to acquire a
controlling ownership interest in a publicly registered company without
incurring the cost and time required to conduct an initial public offering. Such
an acquisition candidate will, however, incur significant legal and accounting

                                        6
<PAGE>
costs in connection with an acquisition of the Company, including the costs of
preparing current and periodic reports, various agreements and other documents.

                      RISKS RELATED TO LEGAL UNCERTAINTIES

THE COMPANY HAS VIOLATED SECTION 5 OF THE SECURITIES ACT

         Section 5 of the Securities Act prohibits the sale of securities absent
an effective registration statement being filed with the SEC, unless an
exemption from registration applies. On August 27, 2001, the Company's former
parent, Acquisition Corp., offered and sold Acquisition Corp. Debentures. The
Acquisition Corp. Debentures were exchanged for the VAOM Debentures, and the
shares of the Company's common stock underlying the converted portion of the
VAOM Debentures were sold by the holders of the VAOM Debentures. This series of
transactions occurred over an approximate six month time period beginning August
27, 2001.

         This series of transactions was performed in a manner thought to be
exempt from the registration requirements of Section 5 of the Securities Act.
However, the requirements of the exemptions relied on do not appear to have been
satisfied. As a result of this uncertainty, the Company classified certain
amounts as temporary equity.

         Section 13 of the Securities Act provides that no action shall be
maintained for offering or selling securities in violation of Section 5 unless
that action is brought within one year of the date of the violation. Because
actions by the holders of the Company's common stock received upon conversion of
the VAOM Debentures are now barred by this statute of limitations, the Company
has reclassified the amounts from temporary equity to permanent stockholder
equity.

OTHER RISKS

THE COMPANY'S STOCK PRICE HAS DECLINED AND THE STOCK IS THINLY TRADED

         The trading price of the Company's common stock has declined
significantly since approximately October 2001. Although the stock price
recovered for a short period of time after the June, 2005 reverse split, and
again after the January, 2006 reverse split, it has since declined again. The
market for the Company's common stock is without significant volume and there
can be no assurance of a change in the immediate future.

PENNY STOCK REGULATIONS AND REQUIREMENTS FOR LOW PRICED STOCK

         The SEC adopted regulations which generally define a "penny stock" to
be any non-Nasdaq equity security that has a market price of less than $5.00 per
share, subject to certain exceptions. Based upon the price of the Company's
common stock as currently traded on the OTC Bulletin Board, the Company's common







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stock is subject to Rule 15g-9 under the Exchange Act which imposes additional
sales practice requirements on broker-dealers which sell securities to persons
other than established customers and "accredited investors." For transactions
covered by this rule, a broker-dealer must make a special suitability
determination for the purchaser and have received a purchaser's written consent
to the transaction prior to sale. Consequently, this rule may have a negative
effect on the ability of stockholders to sell common shares of the Company in
the secondary market.

ADDITIONAL DEBT, CONVERTIBLE DEBT, OR EQUITY FINANCING MAY EFFECT ABILITY OF
INVESTORS TO SELL COMMON STOCK

         The Company's common stock currently trades on the OTC Bulletin Board.
Stocks trading on the OTC Bulletin Board generally attract a smaller number of
market makers and a less active public market and may be subject to significant
volatility. If the Company raises additional capital from the sale of the
Company's common stock, the market price could drop and the ability of investors
to sell the Company's common stock could be diminished.

ITEM 2.  DESCRIPTION OF PROPERTY

            The Company's principal executive offices are located at One NE
First Avenue, Suite 306, Ocala, Florida 34470. The Company does not have a lease
but rather shares office space with its officers and directors and the Company
pays no rent for the leased space. The Company does not own any properties nor
does it lease any other properties. The Company does not believe it will need to
maintain an office at any time in the foreseeable future in order to carry out
its plan of operations as described herein.

ITEM 3.  LEGAL PROCEEDINGS

         The Company is not a party to any pending legal proceedings nor is any
of the Company's property the subject of any pending legal proceedings.

         At about the time the Company discontinued business operations in 1993,
it experienced adverse litigation, and judgments were rendered against the
Company. In official records of Broward and Palm Beach counties in the State of
Florida, the persons holding judgments did not recertify or refile their
judgments within the time limits as required by Florida statutes. The Company is
not able to determine whether the above would have a material impact on its
condensed consolidated financial statements.

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

         The Company did not submit any matters to a vote of its stockholders,
through the solicitation of proxies or otherwise, during the fourth quarter of
fiscal 2006.












                                        8
<PAGE>
                                     PART II

ITEM 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

         The Company's common stock is quoted on the Over-the-Counter Bulletin
Board under the symbol CSNI.OB. Prices reported represent prices between
dealers, do not include markups, markdowns or commissions and do not necessarily
represent actual transactions. The following table sets forth high and low bid
quotations of the Company's common stock (broken-down into fiscal quarters) for
the periods indicated as reported on the OTC Bulletin:

                                      Closing Bids

                                 HIGH                LOW

   Fiscal Year 2006

May 31, 2006                     1.25               0.15
February 28, 2006                1.25               0.007
November 30, 2005                1.25               0.008
August 31, 2005                  2.70               0.52

   Fiscal Year 2005

May 31, 2005                     0.20               0.06
February 29, 2004                0.18               0.065
November 30, 2004                0.10               0.02
August 31, 2004                  0.08               0.02


         (b) As of September 11, 2006, we had approximately 10 shareholders of
record of the common stock.

         (c) No cash dividends on outstanding common stock have been paid within
the last two fiscal years, and interim periods. The Company does not anticipate
or intend upon paying cash dividends for the foreseeable future.

BLANK CHECK; REGISTRATION OF SECURITIES

         The Company appears to be a blank check company, as defined by Rule 419
of Regulation C, promulgated under the Securities Act. Generally, a blank check
company is a development stage company that has no specific business plan or
purpose, or is seeking to merge with or acquire an unidentified target, and is
issuing "penny stock". So long as the Company continues to be a blank check
company, any registration statement filed by the Company will need to comply
with Rule 419. Rule 419 requires, among other things, that the proceeds of the
offering and the securities issued pursuant to the offering be placed in escrow
for the benefit of the investors of the securities. The offering must be made
pursuant to an initial registration statement that meets the disclosure
requirements of Rule 419, and the company must file and deliver to the investors
a post-effective amendment upon execution of any agreement for the acquisition
of one or more businesses or assets that will constitute the company's business.
The investors must confirm their investments within prescribed time limits
following the filing of the post- effective amendment, and the acquisition will
be consummated only if the company is in receipt of confirmations from a
sufficient number of investors to permit consummation (which must occur not more
than 18 months following the effective date of the initial registration
statement). However, any investor that does not confirm an investment is

                                        9
<PAGE>
entitled to return of escrowed funds.

         Additionally, it is the SEC's view that promoters and affiliates of a
blank check company may resell their securities only in a registered offering,
as Rule 144, promulgated under the Securities Act is not available. As such, the
Company believes that any resale of the Company's common stock by a promoter or
affiliate of the Company would have to be done in a registered offering that
complies with Rule 419. At such point that the Company ceases to meet the
definition of blank check company set forth in Rule 419, it may also cease to be
subject to the requirements of that rule.

ITEM 6. MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

GENERAL

         The following presentation of management's discussion and analysis of
the Company's financial condition and results of operations should be read in
conjunction with the Company's consolidated financial statements, the
accompanying notes thereto and other financial information appearing elsewhere
in this report. This section and other parts of this report contain
forward-looking statements that involve risks and uncertainties. The Company's
actual results may differ significantly from the results discussed in the
forward-looking statements. Factors that might cause such a difference include,
but are not limited to, those discussed in the section entitled "Management's
Discussion and Analysis of Financial Condition and Results of Operations-Factors
Affecting Operating Results and Market Price of Stock".

OVERVIEW

         The Company was incorporated in Delaware as "Magnum Communications
Corp." in 1969 and changed its name to Vacation Ownership Marketing, Inc. in
1980. Coinciding with the name change, the Company changed its business to the
development and marketing of time-shared condominiums which it continued until
1983. From 1983 until August 29, 2001, the Company was not engaged in any
business. On August 29, 2001, the Company acquired Encore Builders, Inc., a
construction company, through what was then a subsidiary of the Company.
Beginning on August 29, 2001 the Company was engaged in the construction of
Conquistador Plaza Apartments in Miami, Florida, pursuant to a lump sum
construction contract with Conquistador Plaza. These operations ceased with the
separation of Encore Builders from the Company in the first quarter of 2002. The
Company changed names to its present name on May 10, 2004.

SUMMARY OF RESULTS

Following is a summary of the Company's operations for the years ended May 31,
2006 and 2005:

REVENUES

Revenues were $0 for the fiscal years ended May 31, 2006 and 2005.

OPERATING EXPENSES

Operating expenses for the fiscal year ended May 31, 2006 were $12,872 compared
to $257,913 for the fiscal year ended May 31, 2006. The Company has little or no
operations, however, during fiscal year May 31, 2005, the Company considered and
pursued an acquisition and merger which resulted in large professional and
consulting fees.

                                       10
<PAGE>
LOSS FROM OPERATIONS BEFORE OTHER INCOME AND INTEREST EXPENSE

Loss from operations for the fiscal year ended May 31, 2006 was $12,872 compared
to $257,913 for the fiscal year ended May 31, 2005.

OTHER INCOME

In the fiscal year end May 31, 2006, the Company recognized a one time credit of
other income in the amount of $80,116 for the forgiveness of related party
indebtedness.

INTEREST EXPENSE

Interest expense was $32,016 and $32,016 for the fiscal years ended May 31, 2006
and 2005, respectively.


NET INCOME (LOSS) APPLICABLE TO COMMON STOCK

Net income applicable to Common Stock was $35,228 for the fiscal year ended May
31, 2006, compared to a loss of ($289,929) for the fiscal year ended May 31,
2005. Net income per common share was $.36 for the fiscal year ended May 31,
2006 and ($8.54) for the fiscal year ended May 31, 2005.

CONTINUING OPERATIONS, LIQUIDITY AND CAPITAL RESOURCES

         The Company does not have any ongoing business operations or revenue
sources. Accordingly, the Company's remaining operations will be limited to
business combination with an existing business. The Board of Directors of the
Company has determined that, subject to stockholder approval, the best course of
action for the Company is to complete a business combination with an existing
business. The Company has limited liquidity or capital resources. In the event
that the Company cannot complete a merger or acquisition and cannot obtain
capital needs for ongoing expenses, including expenses related to maintaining
compliance with the Securities laws and filing requirements of the Securities
Exchange Act of 1934, the Company could be forced to cease operations.

         The Company currently plans to satisfy its cash requirements for the
next 12 months by borrowing from affiliated company's with common ownership or
control or directly from its officers and directors and believes it can satisfy
its cash requirements so long as it is able to obtain financing from these
affiliated companies. The Company currently expects that money borrowed will be
used during the next 12 months to satisfy the Company's operating costs,
professional fees and for general corporate purposes. The Company has also been
exploring alternative financing sources. The Company currently has no plans to
conduct any research and development, to purchase or sell any significant
equipment or to make any significant changes in its number of employees.

         The Company will use its limited personnel and financial resources in
connection with seeking new business opportunities, including seeking an
acquisition or merger with an operating company. It may be expected that
entering into a new business opportunity or business combination will involve
the issuance of a substantial number of restricted shares of common stock. If
such additional restricted shares of common stock are issued, the shareholders
will experience a dilution in their ownership interest in the Company. If a
substantial number of restricted shares are issued in connection with a business
combination, a change in control may be expected to occur.


                                       11
<PAGE>
         As of September 11, 2006, the Company had current assets consisting of
cash and cash equivalents in the amount of $432. As of September 11, 2006, the
Company had current liabilities consisting of accounts payable, debentures
payable and short term notes payable in the amount of $629,707.

         In connection with the plan to seek new business opportunities and/or
effecting a business combination, the Company may determine to seek to raise
funds from the sale of restricted stock or debt securities. The Company has no
agreements to issue any debt or equity securities and cannot predict whether
equity or debt financing will become available at acceptable terms, if at all.

         There are no limitations in the certificate of incorporation on the
Company's ability to borrow funds or raise funds through the issuance of
restricted common stock to effect a business combination. The Company's limited
resources and lack of recent operating history may make it difficult to borrow
funds or raise capital. Such inability to borrow funds or raise funds through
the issuance of restricted common stock required to effect or facilitate a
business combination may have a material adverse effect on the Company's
financial condition and future prospects, including the ability to complete a
business combination. To the extent that debt financing ultimately proves to be
available, any borrowing will subject the Company to various risks traditionally
associated with indebtedness, including the risks of interest rate fluctuations
and insufficiency of cash flow to pay principal and interest, including debt of
an acquired business.


PLAN OF OPERATIONS

         The Company currently plans to satisfy its cash requirements for the
next 12 months by borrowing from affiliated company's with common ownership or
control or directly from its officers and directors and believes it can satisfy
its cash requirements so long as it is able to obtain financing from these
affiliated companies. The Company currently expects that money borrowed will be
used during the next 12 months to satisfy the Company's operating costs,
professional fees and for general corporate purposes. The Company currently has
no plans to conduct any research and development, to purchase or sell any
significant equipment or to make any significant changes in its number of
employees.

RECENT ACCOUNTING PRONOUNCEMENTS

         The Company continues to assess the effects of recently issued
accounting standards. The impact of all recently adopted and issued accounting
standards has been disclosed in the Notes to the audited Consolidated Financial
Statements.

CRITICAL ACCOUNTING ESTIMATES

         The Company is a shell company and, as such, the Company does not
employ critical accounting estimates. Should the Company resume operations it
will employ critical accounting estimates and will make any disclosures that are
necessary and appropriate.







                                       12
<PAGE>
ITEM 7.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA











                            CAPITAL SOLUTIONS I, INC.
                              FINANCIAL STATEMENTS
                    FOR THE YEARS ENDED MAY 31, 2006 AND 2005












































                                       13
<PAGE>



                            CAPITAL SOLUTIONS I, INC.
                              FINANCIAL STATEMENTS
                    FOR THE YEARS ENDED MAY 31, 2006 AND 2005

                        INDEX TO THE FINANCIAL STATEMENTS



                                                                        PAGE(S)

AUDITED FINANCIAL STATEMENTS:

     Report of Independent Registered Public Accounting Firm               15

     Balance Sheet as of May 31, 2006                                      16

     Statements of Operations for the Years Ended May 31, 2006
        and 2005                                                           17

     Statement of Changes in Stockholders' (Deficit) for the
       Years Ended May 31, 2006 and 2005                                   18

     Statements of Cash Flows for the Years Ended May 31, 2006
        and 2005                                                         19-20

     Notes to the Financial Statements                                   21-27






























                                       14
<PAGE>
                    BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
                          Certified Public Accountants

                               High Ridge Commons
                                 Suites 400-403
                           200 Haddonfield Berlin Road
                           Gibbsboro, New Jersey 08026
                        (856) 346-2828 Fax (856) 346-2882

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Board of Directors
Capital Solutions I, Inc.
Ocala, Florida

We have audited the accompanying balance sheet of Capital Solutions I, Inc. (the
"Company") as of May 31, 2006 and the related statements of operations, changes
in stockholders' (deficit), and cash flows for the years then ended May 31, 2006
and 2005. These financial statements are the responsibility of the Company's
management. Our responsibility is to express an opinion on these financial
statements based on our audits.

We have conducted our audits in accordance with auditing standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audits to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that our
audits provide a reasonable basis for our opinion.

The accompanying financial statements for the fiscal years ended May 31, 2006
and 2005 have been prepared assuming that the Company will continue as a going
concern. As discussed in Note 8 to the financial statements, the Company has
raised certain issues that lead to substantial doubt about its ability to
continue as a going concern. These concerns include substantial accumulated
deficits and no operating business. Management's plans in regard to these
matters are also described in Note 8. The financial statements do not include
any adjustments that might result from the outcome of these uncertainties.

In our opinion, the financial statements referred to above present fairly, in
all material respects, the financial position of Capital Solutions I, Inc. as of
May 31, 2006 and 2005, and the results of its operations, changes in
stockholders' (deficit), and cash flows for the years then ended in conformity
with accounting principles generally accepted in the United States of America.

/s/ BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.

BAGELL, JOSEPHS, LEVINE & COMPANY, L.L.C.
Certified Public Accountants
Gibbsboro, New Jersey
September 5, 2006

MEMBERS OF:      AMERICAN INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
                 NEW JERSEY SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS
                 PENNSYLVANIA INSTITUTE OF CERTIFIED PUBLIC ACCOUNTANTS
                 NEW YORK STATE SOCIETY OF CERTIFIED PUBLIC ACCOUNTANTS

                                       15
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                                  BALANCE SHEET
                                  May 31, 2006


<TABLE>
<CAPTION>
<S>                                                                              <C>
                                     ASSETS


CURRENT ASSETS
   Cash and cash equivalents                                                     $              432
                                                                                --------------------

               TOTAL CURRENT ASSETS                                                             432
                                                                                --------------------


TOTAL ASSETS                                                                     $              432
                                                                                ====================


                     LIABILITIES AND STOCKHOLDERS' (DEFICIT)


CURRENT LIABILITIES
   Accounts payable and accrued expenses                                                    211,505
   Debentures payable                                                                       400,202
   Short-term notes payable and advances                                                     18,000
                                                                                --------------------

               TOTAL CURRENT LIABILITIES                                                    629,707
                                                                                --------------------

 STOCKHOLDERS' (DEFICIT)
   Preferred stock, $.0000001 par value, 20,000,000 shares authorized, 50,000
    issued and outstanding at May 31, 2006
   Common stock, $.0000001 par value, 900,000,000 shares
    authorized, 96,732 issued and outstanding at May 31, 2006                                     -
   Additional paid-in capital                                                               451,414
   Accumulated deficit                                                                   (1,080,689)
                                                                                --------------------

               TOTAL STOCKHOLDERS' (DEFICIT)                                               (629,275)
                                                                                --------------------

TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)                                    $              432
                                                                                ====================
</TABLE>





                                       16
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                            STATEMENTS OF OPERATIONS
                    FOR THE YEARS ENDED MAY 31, 2006 AND 2005


<TABLE>
<CAPTION>
<S>                                                         <C>                  <C>
                                                                   2006                 2005
                                                            -------------------  -------------------
OPERATING REVENUES
   Revenue                                                   $               -    $               -

COST OF REVENUES                                                             -                    -
                                                            -------------------  -------------------

GROSS PROFIT                                                                 -                    -

OPERATING EXPENSES
   Professional fees and consulting                                          -              230,000
   Accounting and audit fees                                             9,324               14,500
   Stock transfer fees                                                   1,769                3,320
   Administrative and other                                              1,779               10,093
                                                            -------------------  -------------------
                 TOTAL OPERATING EXPENSES                               12,872              257,913
                                                            -------------------  -------------------

NET (LOSS) FROM OPERATIONS BEFORE
   OTHER INCOME (EXPENSE)                                              (12,872)            (257,913)
                                                            -------------------  -------------------

OTHER INCOME (EXPENSE)
   Related Party Debt Forgiveness                                       80,116                    -
   Interest expense                                                    (32,016)             (32,016)
                                                            -------------------  -------------------
                 TOTAL OTHER (EXPENSE)                                  48,100              (32,016)
                                                            -------------------  -------------------

NET INCOME (LOSS) BEFORE
   INCOME TAXES                                                         35,228             (289,929)
   Provision for income taxes                                                -                    -
                                                            -------------------  -------------------

NET INCOME (LOSS) FROM  OPERATIONS                           $          35,228    $        (289,929)
                                                            -------------------  -------------------

NET INCOME (LOSS) FROM
OPERATIONS PER SHARE                                         $            0.36    $           (8.54)
                                                            ===================  ===================

WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                                                      96,732               33,949
                                                            ===================  ===================
</TABLE>





                                       17
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                 STATEMENT OF CHANGES IN STOCKHOLDERS' (DEFICIT)
                    FOR THE YEARS ENDED MAY 31, 2006 AND 2005


<TABLE>
<CAPTION>
                                                  PREFERRED                                    ADDITIONAL
                                                    STOCK              COMMON STOCK             PAID-IN     ACCUMULATED
                                                    SHARES    AMOUNT      SHARES      AMOUNT    CAPITAL       DEFICIT       TOTAL
                                                 ----------- -------- -------------- -------- ------------ ------------- -----------
<S>                                              <C>         <C>      <C>            <C>      <C>          <C>           <C>
BALANCE - MAY 31, 2004                               50,000        -      1,222,628   $    -   $  218,814    $ (825,988)  $(607,174)
                                                 ----------- -------- -------------- -------- ------------ ------------- -----------

 Issuance of common stock to officers                     -        -    250,000,000   $   25   $   49,975             -      50,000

 Issuance of common stock to consultants                  -        -     38,000,000   $    4   $    7,596             -       7,600

 Issuance of common stock for services                    -        -    150,000,000   $   15   $  134,985             -     135,000

 Issuance of common stock for legal services              -        -     44,444,444   $    4   $   39,996             -      40,000

 Issuance of common stock for acquisition
      of subsidiary                                       -        -    300,000,000   $   30   $   20,970             -      21,000

  Net loss                                                -        -              -   $    -   $        -      (289,929)   (289,929)
                                                 ----------- -------- -------------- -------- ------------ ------------- -----------

BALANCE - MAY 31, 2005                               50,000        -    783,667,072   $   78   $  472,336   $(1,115,917)  $(643,503)
                                                 ----------- -------- -------------- -------- ------------ ------------- -----------

  June 17, 2005 - 10 to 1: Retroactively
         Restated                                                      (705,300,400)  $  (70)  $       70                         -

  January 31, 2006 - 500 to 1: Retroactively
         Restated                                                       (48,269,940)  $   (5)  $        5                         -

BALANCE RESTATED- MAY 31, 2005                       50,000        -     30,096,732   $    3   $  472,411   $(1,115,917)  $(643,503)
                                                 ----------- -------- -------------- -------- ------------ ------------- -----------

  Rescission agreement - cancel                                         (30,000,000)  $   (3)  $  (20,997)                $ (21,000)

  Net Income                                              -        -              -   $    -   $        -        35,228      35,228
                                                 ----------- -------- -------------- -------- ------------ ------------- -----------
BALANCE - MAY 31, 2006                               50,000   $    -         96,732   $    -   $  451,414   $(1,080,689)  $(629,275)
                                                 =========== ======== ============== ======== ============ ============= ===========
</TABLE>











                                       18
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                            STATEMENTS OF CASH FLOWS
                    FOR THE YEARS ENDED MAY 31, 2006 AND 2005


<TABLE>
<CAPTION>
                                                                          2006              2005
                                                                     ----------------  ----------------
<S>                                                                   <C>               <C>
CASH FLOWS FROM OPERATING ACTIVITIES
OPERATIONS:
  Net Income (Loss)                                                   $       35,228    $     (289,929)
                                                                     ----------------  ----------------

ADJUSTMENTS TO RECONCILE NET INCOME (LOSS) TO NET CHANGE
     IN OPERATING ACTIVITIES:
   Common stock issued for professional and consulting services                    -           232,600
   Cash acquired from subsidiary                                                   -               133
   Forgiveness of debt                                                       (80,116)                -

CHANGES IN ASSETS AND LIABILITIES
   Increase in accounts payable and accrued expenses                          27,183            41,516
                                                                     ----------------  ----------------
               TOTAL ADJUSTMENTS                                             (52,933)          274,249
                                                                     ----------------  ----------------

               NET CASH (USED IN) OPERATING ACTIVITIES                       (17,705)          (15,680)
                                                                     ----------------  ----------------


CASH FLOWS FROM FINANCING ACTIVITIES
        Proceeds from officers loan                                           18,000                 -
        (Payments) from short-term notes payable and advances                      -            (8,405)
                                                                     ----------------  ----------------
               NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES            18,000            (8,405)
                                                                     ----------------  ----------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                             295           (24,085)

CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR                                    137            24,222
                                                                     ----------------  ----------------

CASH AND CASH EQUIVALENTS - END OF YEAR                               $          432    $          137
                                                                     ================  ================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
     Cash paid during the year for:
          Interest                                                    $            -    $            -
                                                                     ================  ================
          Income taxes                                                $            -    $            -
                                                                     ================  ================
</TABLE>






                                       19
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                      STATEMENTS OF CASH FLOWS (CONTINUED)
                    FOR THE YEARS ENDED MAY 31, 2006 AND 2005



<TABLE>
<CAPTION>
                                                                             2006              2005
                                                                        ---------------   ----------------

<S>                                                                      <C>               <C>
SUPPLEMENTAL DISCLOSURE OF NON-CASH INFORMATION:

   Net effect of stock acquisition of Bedrock Holdings, Inc.:
   Cash                                                                  $           -     $          133
   Equipment, net                                                                    -                 26
   Goodwill recognized                                                               -             91,970
   Loans from stockholders                                                           -             (6,352)
   Lines of credit                                                                   -            (64,777)
                                                                        ---------------   ----------------

   Common stock issued for the acquisition of Bedrock Holdings, Inc.     $           -     $       21,000
                                                                        ===============   ================

   Common stock issued for professional and consulting                   $           -     $      232,600
                                                                        ===============   ================
</TABLE>































                                       20
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                        NOTES TO THE FINANCIAL STATEMENTS
                              MAY 31, 2006 AND 2005


NOTE 1 - ORGANIZATION

         Capital Solutions I, Inc., "CSI" (the "Company") was incorporated in
         Delaware as Magnum Communications Corp in 1969. It changed names to its
         present name on May 10, 2004. Before changing its name to Capital
         Solutions I, Inc. they changed to Vacation Ownership Marketing, Inc.
         Coinciding with the name change, the Company did not change its
         business structure, which was the development and marketing of
         time-shared condominiums, which it continued until 1983. During the
         year 1983, the Company experienced financial difficulties and
         encountered adverse litigation. The Company's charter expired until May
         7, 2000, when a certificate of renewal was issued.

         On January 21, 2004, the Company took the following actions in lieu of
         an annual meeting of the stockholders pursuant to Section 228 of the
         Delaware General Corporation Law: re-election of directors; the Company
         increased its authorized common stock from 50,000,000 to 1,000,000,000
         shares; the ratification of the issuance of common stock; the
         ratification of the assignment of Encore Builders common stock; and the
         approval of the Amended and Restated Articles of Incorporation. An
         Amended and Restated Certificate of Incorporation was filed with the
         Secretary of State on January 22, 2004.

         As of May 10, 2004, the Company merged with Vacation Ownership
         Marketing, Inc. A 1:50 reverse stock split of the company's common
         stock became effective. As a result of the reverse stock split,
         Vacation Ownership Marketing, Inc. changed its name to Capital
         Solutions I, Inc. ("the Company"). The stock split decreased the issued
         and outstanding common stock from 61,110,595 to 1,222,005. Capital
         Solutions I, Inc. had no assets or liabilities. After the consummation
         of the merger, Capital Solutions I, Inc. will cease to exist.
         Additionally, the authorized shares of common stock increased from 1
         billion to 20 billion and the authorized shares of preferred stock
         increased from 10 million to 200 million. The par value of the common
         stock and preferred stock authorized was reduced from $.001 par value
         per share to $.0000001 par value per share. The Company does not
         believe the merger will have any effect on the Company of its finances
         other than the amendment and restatement of the Company's Certificate
         of Incorporation.

         On May 26, 2005, Capital Solutions I, Inc., ("The Company") consummated
         a Share Exchange Agreement with Bedrock Holdings Corporation, Inc., a
         privately held Company whereby, Capital Solutions I, Inc., agreed to
         acquire all the outstanding capital stock of Bedrock Holdings
         Corporation, Inc. The acquisition was accounted for under the purchase
         method of accounting. Accordingly, Bedrock Holdings Corporation, Inc.
         was treated as a wholly owned subsidiary of Capital Solutions I, Inc.

         On June 17, 2005 the Company took the following actions in lieu of an
         annual meeting of the stockholders pursuant to Section 228 of the
         Delaware General Corporation Law: the Company decreased its authorized
         common stock from 20,000,000,000 to 900,000,000 shares; decreased its
         authorized preferred stock from 200,000,000 to 20,000,000; engaged in a
         1:10 reverse stock split of its common stock, decreasing the Company's
         issued outstanding common stock from 783,667,072 to 78,366,672; and the
         approval of the Amended and Restated Articles of Incorporation. An
         amended and Restated Certificate of Incorporation was filed with the
         Delaware Secretary of State on June 17, 2005.

                                       21
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                  NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
                              MAY 31, 2006 AND 2005


NOTE 1 - ORGANIZATION (CONTINUED)

         On October 19, 2005, the Company took the following actions based on
         the Rescission Agreement to cancel 30,000,000 shares of common stock,
         which had been issued to the Bedrock Shareholders, and certain other
         individuals have been cancelled and returned to the treasury.

         On January 31, 2006 the Company took the following actions in lieu of
         an annual meeting of the stockholders pursuant to Section 228 of the
         Delaware General Corporation Law: the Company engaged in a 1:500
         reverse stock split of its common stock, decreasing the Company's
         issued outstanding common stock from 48,366,672 to 96,732; and the
         approval of the Amended and Restated Articles of Incorporation. An
         amended and Restated Certificate of Incorporation was filed with the
         Delaware Secretary of State on January 31, 2006.


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         USE OF ESTIMATES

         The preparation of the 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 and disclosure of
         contingent assets and liabilities at the date of the financial
         statements and the reported amounts of revenues and expenses during the
         reporting period. Actual results could differ from those estimates.

         CASH AND CASH EQUIVALENTS

         The Company considers all highly liquid debt instruments and other
         short- term investments with an initial maturity of three months or
         less to be cash or cash equivalents.

         The Company maintains cash and cash equivalent balances at several
         financial institutions, which are insured by the Federal Deposit
         Insurance Corporation up to $100,000.

         START-UP COSTS

         The Company adopted Statement of Position No. 98-5 ("SOP 98-5"),
         "Reporting the Costs of Start-Up Activities." SOP 98-5 requires that
         all non-governmental entities expense the cost of start-up activities,
         including organizational costs as those costs are incurred.

         REVENUE AND COST RECOGNITION

         The Company records its transactions under the accrual method of
         accounting whereby income is recognized when the services are rendered
         and collectibility is reasonably assured.





                                        22
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                  NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
                              MAY 31, 2006 AND 2005




NOTE 2-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         INCOME TAXES

         Income taxes are computed on the pretax loss based on the current tax
         law. Deferred income taxes are recognized for the tax consequences in
         future years of differences between the tax basis of assets and
         liabilities and their financial basis reporting amounts at each
         year-end based on enacted tax laws and statutory tax rates. All
         deferred tax assets that arose from the carryforward of net operating
         losses have been offset by a valuation allowance due to the uncertainty
         of the realization of these tax assets.

         FAIR VALUE OF FINANCIAL INSTRUMENTS

         The carrying amounts reported in the balance sheet for cash and cash
         equivalents and accounts payable approximate their fair value because
         of the immediate or short-term maturity of these financial instruments.

         STOCK-BASED COMPENSATION

         The Company has elected to follow ("SFAS 123"), "Accounting for
         Stock-Based Compensation". SFAS 123 requires companies to provide a pro
         forma disclosure of net income and earnings per share. The accounting
         for both fixed and variable stock based awards is compensation expense
         at least equal to a defined minimum value over the service period. SFAS
         123 measures compensation with reference to "fair value", which equals
         the sum of three elements; intrinsic value, time value of money, and
         time value associated with the stock's volatility.

         EARNINGS (LOSS) PER SHARE OF COMMON STOCK

         Historical net income (loss) per common share is computed using the
         weighted average number of common shares outstanding. Diluted earnings
         per share (EPS) include additional dilution from common stock
         equivalents, such as stock issuable pursuant to the exercise of stock
         options and warrants. Common stock equivalents are not included in the
         computation of diluted earnings per share when the Company reports a
         loss because to do so would be antidilutive for periods presented.






                                        23
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                  NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
                              MAY 31, 2006 AND 2005


NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         EARNINGS (LOSS) PER SHARE OF COMMON STOCK (CONTINUED)

         The following is a reconciliation of the computation for basic and
         diluted EPS:

<TABLE>
<CAPTION>
                                           May 31, 2006          May 31, 2005
                                        ------------------    ------------------
<S>                                      <C>                   <C>
Net Income (Loss)                        $         35,228      $       (289,929)
                                        ==================    ==================

Weighted-average common shares
Outstanding (Basic)                                96,732                33,495

Weighted-average common stock
Equivalents
     Stock options                                      -                     -
     Warrants                                           -                     -
                                        ------------------    ------------------

Weighted-average common shares
Outstanding (Diluted)                              96,732                33,495
                                        ==================    ==================
</TABLE>

         There are no options and warrants outstanding to purchase stock at May
         31, 2006 or 2005.


NOTE 3 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

         The following represents the Company's accounts payable and accrued
         expenses as of May 31, 2006 and 2005:

                                                  2006              2005
                                              --------------    --------------

Professional fees                              $     41,500      $     46,200
Accrued interest on debentures                      170,005           137,989
                                              --------------    --------------
                                               $    211,505      $    184,189
                                              ==============    ==============








                                       24
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                  NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
                              MAY 31, 2006 AND 2005



NOTE 4 - CONVERTIBLE DEBENTURES PAYABLE

         The Company has outstanding convertible debentures at May 31, 2006 in
         the amount of $400,202. These debentures accrue interest at 8% per
         annum. These debentures mature along with the related interest at
         August 27, 2003. The debentures are convertible at the investors'
         discretion pursuant to the convertible debenture agreement. These
         debentures are in default and are classified as a current liability.

NOTE 5 - STOCKHOLDERS' (DEFICIT)

         At May 31, 2006 and 2005, the Company had two classes of stock,
         preferred and common stock, each having a par value of $.0000001. The
         2005 amounts have been retroactively restated.

         On October 19, 2005, the Company took the following actions based on
         the Rescission Agreement to cancel 30,000,000 shares of common stock,
         which had been issued to the Bedrock Shareholders, and certain other
         individuals have been cancelled and returned to the treasury.

         PREFERRED STOCK

         On May 10, 2004, the Company increased its authorized shares to
         200,000,000 from 10,000,000. The new par value will be decreased from
         $.001 to $.0000001 per share.

         On June 17, 2005, the Company decreased its authorized shares from
         200,000,000 to 20,000,000 shares. The par value remains the same at
         $.0000001 per share.

         COMMON STOCK

         On January 21, 2004, in lieu of an annual meeting of the stockholders
         the Company's majority stockholder approved the increase of the
         authorized common stock of the Company to 1,000,000,000 shares. With
         the increasing of the authorized shares and the passing of time
         statutes, the Company transferred the 11,110,522 shares in temporary
         equity to permanent stockholders' equity. As of May 31, 2004, there are
         no amounts in temporary equity.

         On May 10, 2004, a 1:50 reverse stock split of the Company's common
         stock became effective. This stock split decreased the issued shares
         from 50,000,000 to 1,222,005. Additionally, the authorized shares of
         common stock increased from 1,000,000,000 to 20,000,000,000. The new
         par value will be decreased from $.001 to $.0000001 per share.

         On June 17, 2005, a 1:10 reverse stock split of the Company's common
         stock became effective. This stock split decreased the issued and
         outstanding shares from 783,667,072 to 78,366,672. Additionally, the
         authorized shares of common stock decreased from 20,000,000,000 to
         900,000,000. The par value remains the same at $.0000001 per share.

         On January 31, 2006, a 1:500 reverse stock split of the Company's
         common stock became effective. This stock split decreased the issued
         and outstanding shares from 78,366,672 to 96,372.



                                       25
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                  NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
                              MAY 31, 2006 AND 2005




NOTE 6 - PROVISION FOR INCOME TAXES

         The Company did not provide for income taxes for the fiscal year ended
         May 31, 2006. Additionally, the Company established a valuation
         allowance equal to the full amount of the deferred tax assets due to
         the uncertainty of the utilization of the operating losses in future
         periods.

         At May 31, 2006, the deferred tax assets consist of the following:

                                                                    2006
                                                              -----------------
Deferred taxes due to net operating loss
carryforwards                                                  $       352,540

Less:  Valuation allowance                                            (352,540)
                                                              -----------------

Net deferred tax asset                                         $             -
                                                              =================

NOTE 7 - SHORT-TERM NOTES PAYABLE AND ADVANCES

         During the year ended May 31, 2006, the Company has received a total of
         $18,000 either in the form of short-term advances or though advances
         from affiliated companies either in the form of cash or through the
         affiliated companies payment of legal and professional fees on behalf
         of the Company, non interest bearing. The balance of these net advances
         was $18,000. At May 31, 2006 the company wrote off loans from
         affiliated companies resulting in Income from debt forgiveness of
         $80,116.


NOTE 8 - GOING CONCERN

         As shown in the accompanying financial statements, the Company incurred
         net operating deficits for the years ended May 31, 2006 and 2005. In
         view of these matters, continuing as a going concern is dependent upon
         the Company's ability to raise additional capital, and to secure a
         future business combination. Management believes that actions planned
         and presently being taken to revise the Company's operating and
         financial requirements provide the opportunity for the Company to
         continue as a going concern.




                                       26
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                  NOTES TO THE FINANCIAL STATEMENTS (CONTINUED)
                              MAY 31, 2006 AND 2005



NOTE 9 - LITIGATION

         At about the time the Company discontinued its business in 1983, it
         experienced adverse litigation, and judgments were rendered against the
         Company. In official records of Broward and Palm Beach Counties in the
         State of Florida, persons holding judgments did not re-certify or
         re-file their judgments within the time limits as required by Florida
         statutes. Management is not able to determine whether the above would
         have a material impact on its financial statements.

NOTE 10 - RELATED PARTY TRANSACTIONS

         As discussed in Note 7, the Company from time to time has been advanced
         amounts either through short-term promissory notes, advances, or
         through the payment of legal and professional fees from affiliated
         companies. As of May 31, 2006, the Company has outstanding amounts due
         its affiliates of $18,000.





























                                       27

<PAGE>
ITEM 8.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

         NONE

ITEM 8A.  CONTROLS AND PROCEDURES


         The Company's Chief Executive Officer and Chief Financial Officer,
Christopher Astrom, has reviewed and evaluated the effectiveness of the
Company's disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) as of the end of the period covered by this annual
report on Form 10-KSB. Based on that evaluation, Christopher Astrom determined
that he and Richard Astrom, the Company's only two directors and officers, are
the only individuals involved in the Company's disclosure process. The Company's
system is designed so that information is retained by the Company and relayed to
counsel as it becomes available. The Company's Chief Executive Officer and Chief
Financial Officer believes that, as of the end of the period covered by this
report, the Company's disclosure controls and procedures are effective to ensure
that information required to be disclosed by the Company in the reports that it
filed or submits under the Exchange Act is recorded, processed, summarized and
reported, within the required time periods. Further, the Company's officers have
concluded that the disclosure controls and procedures are also effective to
ensure that information required to be disclosed in the reports that the Company
files and submits pursuant to the Exchange Act of 1934 is accumulated and
communicated to management, including our chief executive officer and chief
financial officer, to allow timely decisions regarding required disclosure.


Changes in Internal Control Over Financial Reporting

         No significant changes in the Company's internal control over financial
reporting have come to management's attention during the Company's previous
fiscal quarter that have materially affected, or are likely to materially
affect, the Company's internal control over financial reporting.


                                    PART III

ITEM 9.  DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS AND CONTROL PERSONS;
         COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT

Executive Officers

         The following individuals were serving as executive officers of the
Company on September 11, 2006:

Name                            Age         Title

Christopher Astrom              35        President, Chief Executive Officer and
                                          Chief Financial Officer

Richard Astrom                  59        Director


         The Company's board of directors currently consists of two persons. The
following information with respect to the principal occupation or employment,
other affiliations and business experience during the last five years of the
directors has been furnished to the Company by such directors. Except as
indicated, the directors have had the same principal occupation for the last
five years. The Company has no standing audit committee. Because the Company has
no standing audit committee it does not have an audit committee financial expert
serving on the audit committee.




                                       28
<PAGE>
         Christopher Astrom (35). Christopher Astrom has been a director of the
Company since August 2001 and is currently the President, Chief Executive
Officer and Chief Financial Officer. He has served as Vice President of National
Residential Properties, Inc., since June 1995 and has served as Secretary and
Treasurer of Genesis Capital Corporation of Nevada since September 2001 and is
currently a director and has served as President of Prime Rate Investors, Inc.
since September 2002.

         Richard Astrom (59). Richard Astrom has been a director of the Company
since September 2001. Richard Astrom has served as President and a director of
National Residential Properties, Inc. since 1994. He has also been President and
a director of Genesis Capital Corporation of Nevada since September 2001 and a
director of Prime Rate Investors, Inc. since August 2002.

         Richard Astrom is Christopher Astrom's father. The Company does not
have any employees other than Christopher Astrom and Richard Astrom.

         Section 16(a) Beneficial Ownership Reporting Compliance

         Section 16(a) of the Exchange Act requires the Company's directors,
executive officers and ten percent beneficial owners to file reports of
ownership and changes in ownership of their equity securities of the Company
with the SEC and to furnish the Company with copies of such reports. Based
solely upon its review of the copies of such reports received by it, the Company
believes that, during the fiscal year ended 2005, all directors, executive
officers and ten percent beneficial owners complied with such filing
requirements.

         Code of Ethics

         The Company has not yet adopted a code of ethics that applies to its
principal executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions. The Company's
two directors, Richard and Christopher Astrom, have chosen not to adopt such a
code of ethics because they are also the Company's principal executive officer
and principal financial officer, and also the Company's only two employees.























                                       29
<PAGE>
ITEM 10. EXECUTIVE COMPENSATION

(a) Compensation.

The following table sets forth compensation awarded to, earned by or paid to the
Company's Chief Executive Officer and the four other most highly compensated
executive officers with compensation in excess of $100,000 for the years ended
May 31, 2006, 2005 and 2004 (collectively, the "Named Executive Officers").

                           SUMMARY COMPENSATION TABLE

<TABLE>
<CAPTION>
                                Annual Compensation           Long Term Compensation Awards
                                -------------------           -----------------------------
                                                                       Securities
                                                          Restricted   Underlying     All other
Name and Principal                    Salary   Bonus         Stock     Options/      compensation
        Position               Year     ($)     ($)         Award(s)   Warrants          ($)
----------------------------- ------ -------- -------    ------------- ------------ --------------
<S>                           <C>    <C>      <C>        <C>           <C>          <C>
Christopher Astrom             2006      0       0             0          0               0
                               2005      0       0        150,000,000     0               0
                               2004      0       0                        0               0
Richard Astrom                 2006      0       0             0          0               0
                               2005      0       0        250,000,000     0               0
                               2004      0       0             0          0               0
</TABLE>


EMPLOYMENT CONTRACTS

         The Company does not have an employment contract with any executive
officers. Any obligation to provide any compensation to any executive officer in
the event of his resignation, retirement or termination, or a change in control
of the Company, or a change in any Named Executive Officers' responsibilities
following a change in control would be negotiated at the time of the event.

         The Company may in the future create retirement, pension, profit
sharing and medical reimbursement plans covering our Executive Officers and
Directors.

         The Company does not have a compensation committee. Decisions
concerning the compensation of our executive officers are made by the Board of
Directors. The Board during fiscal 2006 participated in the Board's
deliberations concerning executive officer compensation during the fiscal year
ended May 31, 2006.

         On July 19, 2005, the Company entered into an Anti-Dilution Agreement
with Christopher Astrom and Richard Astrom whereby Messrs. Astrom are guaranteed
that their stock ownership percentage in the Company will not drop below 51%.


Directors Compensation

         The Company's directors were not compensated for services rendered as a
director during fiscal 2006


                                       30
<PAGE>
ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The following table sets forth as of May 31, 2006, the number of
outstanding common shares of the Company beneficially owned by (i) each person
known to the Company to beneficially own more than 5% of its outstanding common
shares, (ii) each director, (iii) each nominee for director, (iv) each executive
officer listed in the Summary Compensation Table, and (iv) all executive
officers and directors as a group.


---------------------------------------------- -------------------- ------------
Owner                                              Common Shares     Percentage
---------------------------------------------- -------------------- ------------
Christopher Astrom                                    30,001           31.01%
---------------------------------------------- -------------------- ------------
Richard Astrom                                        50,000           51.69
---------------------------------------------- -------------------- ------------
Officers and directors as a group (2 persons)         80,001           82.7%
---------------------------------------------- -------------------- ------------


INDIVIDUAL COMPENSATION ARRANGEMENTS

         NONE

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         Richard Astrom is the father of Christopher Astrom.

ITEM 13. EXHIBITS

     (A) EXHIBITS.

The following Exhibits are incorporated herein by reference or are filed with
this report as indicated below.

EXHIBIT
NUMBER            DESCRIPTION
------            -----------

3.1      Amended and Restated Certificate of Incorporation of the Company
         (previously filed as Appendix A to Definitive Information Statement on
         Schedule 14C filed June 17, 2005).

3.2      Certificate of Amendment to Certificate of Incorporation of the Company

3.3      Bylaws of the Company (previously filed as Exhibit 3.2 to Form 10-KSB
         filed January 14, 2004).

3.4      Amended and Restated Certificate of Incorporation of the Company
         (previously filed as Appendix A to Definitive Information Statement on
         Schedule 14C filed January 17, 2006).

4.1      8% Series A Senior Subordinated Convertible Redeemable Debentures Due
         August 27, 2003 (previously filed as Exhibit 4.1 to Form 10- QSB filed
         January 18, 2002).



                                       31
<PAGE>
4.2      Certificate of Designation of Series A Preferred Stock filed November
         5, 2001 (previously filed as Exhibit 2.3 to Form 10-QSB filed on
         January 18, 2002).

10.1     Securities Subscription Agreement dated as of August 27, 2001 by and
         between VAOW Acquisi tion Corp. and Equity Planners LLC,Sea Lion
         Investors LLC and Myrtle Holdings LLC (previously filed as Exhibit
         10.1 to Form 10-KSB filed October 4, 2002).

10.6     Assignment and Assumption Agreement between Acquisition Corp, and the
         Company, dated Sep tember 19, 2001 (previously filed as Exhibit 10.3 to
         Form 10-QSB filed January 18, 2001).

10.7     Escrow Agreement dated December 13, 2001, among Equity Planners LLC,
         Sea Lion Investors LLC, Myrtle Holdings LLC, and Sroya Holdings
         Company, Inc. (previously filed as Exhibit 10.4 to Form 10-QSB filed on
         January 18, 2002).

31.1     Certification pursuant to Exchange Act Rules 13a-14 and 15d-14 as
         adopted pursuant to Sec tion 302 of the Sarbanes-Oxley Act of 2002.

32.1     Certification pursuant to 18 U.S.C. Section 1350

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

     Audit and Non-Audit Fees

         Aggregate fees for professional services rendered for the Company by
Bagell, Josephs & Company, L.L.C for the fiscal years ended May 31, 2006 and
2005 are set forth below. The aggregate fees included in the Audit category are
fees billed for the fiscal years for the audit of the Company's annual financial
statements and review of financial statements and statutory and regulatory
filings or engagements. The aggregate fees included in each of the other
categories are fees billed in the fiscal years. (All references to "$" in this
Proxy Statement are to United States dollars.)

                              Fiscal Year Ending         Fiscal Year Ending
                                 May 31, 2006               May 31, 2005

Audit Fees                          $1,000                     $8,500

Audit-Related Fees                  $5,000                     $6,000

Tax Fees                            $3,324                     $1,200

TOTAL                               $9,324                    $15,700













                                       32
<PAGE>
         Audit Fees for the fiscal years ended May 31, 2006 and 2005 were for
professional services rendered for the audits of the consolidated financial
statements of the Company, quarterly review of the financial statements included
in Quarterly Reports on Form 10-QSB, consents, and other assistance required to
complete the year end audit of the consolidated financial statements.

         Audit-Related Fees as of the fiscal years ended May 31, 2006 and 2005
were for assurance and related services reasonably related to the performance of
the audit or review of financial statements and not reported under the caption
Audit Fees.

         Tax Fees as of the fiscal years ended May 31, 2006 and 2005 were for
professional services related to tax compliance, tax authority audit support and
tax planning.

         There were no fees that were classified as All Other Fees as of the
fiscal years ended May 31, 2006 and 2005.

         As the Company does not have a formal audit committee, the services
described above were not approved by the audit committee under the de minimus
exception provided by Rule 2- 1(c)(7)(i)(C) under Regulation S-X. Further, as
the Company does not have a formal audit committee, the Company does not have
audit committee pre-approval policies and procedures.

            The Company's Board of Directors reviews and approves audit and
permissible non-audit services performed by its independent accountants, as well
as the fees charged for such services. In its review of non-audit service fees
and its appointment of Bagell, Josephs & Levine as the Company's independent
accountants, the Board of Directors considered whether the provision of such
services is compatible with maintaining independence. All of the services
provided and fees charged by Bagell, Josephs & Levine in 2006 were approved by
the Board of Directors.

                                   SIGNATURES

         In accordance with Section 13 or 15(d) of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

                                        CAPITAL SOLUTIONS I, INC.

                                        /s/ CHRISTOPHER ASTROM
                                        -------------------------
                                        By:  Christopher Astrom
                                        CHIEF EXECUTIVE OFFICER
                                        CHIEF FINANCIAL OFFICER

                                        Date: September 21, 2006

         In accordance with the Exchange Act, this report has been signed below
by the following persons on behalf of the registrant and in the capacities and
on the dates indicated:

                                        /s/ CHRISTOPHER ASTROM
                                        By:  Christopher Astrom
                                        Director
                                        Date:  September 21, 2006


                                        /s/ RICHARD ASTROM
                                        -------------------------
                                        By:  Richard Astrom
                                        Director
                                        Date:  September 21, 2006

                                       33