SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 20549





Form
      10-KSB








[
      X
      ]  ANNUAL
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
      ACT OF 1934





For
      the
      fiscal year ended December 31, 2005








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




For
      the
      transition period from ___________ to
      ___________




Commission
      File No.: 000-49612





**SECURED
      FINANCIAL NETWORK, INC.**


(Name
      of
      small business issuer in its charter)







Nevada
            86-0955239(State
                or other jurisdiction of
                incorporation or organization)
            (I.R.S.
                Employer Identification No.)










100
      NE
      3 rd Avenue


Suite
      1500


Ft.
      Lauderdale, Florida 33301


(Address,
      including zip code, of principal executive offices)








Issuer’s
      telephone number : (954) 332-3793




Securities
      registered under Section 12(b) of the Exchange Act: None




Securities
      registered under Section 12(g) of the Exchange Act:




Common
      Stock, Par Value $.001 Per Share


(Title
      of
      class)





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





Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B 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. [ X ]





State
      issuer’s revenues for its most recent fiscal year. $2,129,500





As
      of
      December 31, 2005, we had 19,628,108 shares of our $0.001 par value common
      stock
      issued and outstanding. On December 31, 2005, the aggregate market value of
      our
      common stock held by non-affiliates was approximately $5,888,432.





DOCUMENTS
      INCORPORATED BY REFERENCE


None





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





To
      simplify the language in this Form 10-KSB, Secured Financial Network, Inc.,
      a
      Nevada corporation, is referred to herein as the "Company" or "We."





1




PagePART
                1
              
              3ITEM
                  1.
              ITEM
                  1. DESCRIPTION OF BUSINESS.
              3ITEM
                  2.
              DESCRIPTION
                  OF PROPERTY
              4ITEM
                  3.
              LEGAL
                  PROCEEDINGS
              4ITEM
                  4.
              LEGAL
                  PROCEEDINGS.
              4ITEM
                  5.
              MARKET
                  FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
              4ITEM
                  6.
              MANAGEMENT’S
                  DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
              5ITEM
                  7.
              FINANCIAL
                  STATEMENTS.
              8ITEM
                  8.
              CHANGES
                  IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
                  DISCLOSURE.
              20ITEM
                  8A.
              CONTROLS
                  AND PROCEDURES
              20PART
                  II
              
              21ITEM
                  9.
              DIRECTORS,
                  EXECUTIVE OFFICERS. PROMOTERS AND CONTROL PERSONS; COMPLIANCE WITH
                  SECTION
                  16(a)
              21ITEM
                  9B:
              COMPLIANCE
                  WITH SECTION 16(a) OF THE EXCHANGE ACT
              22ITEM
                  10.
              EXECUTIVE
                  COMPENSATION
              21ITEM
                  11.
              SECURITY
                  OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
              22ITEM
                  12.
              CERTAIN
                  RELATIONSHIPS AND RELATED PARTY TRANSACTIONS.
              23ITEM
                  13.
              EXHIBITS
                  AND REPORTS ON FORM 8-K.
              23ITEM
                  14.
              PRINCIPAL
                  ACCOUNTANT FEES AND SERVICES
              24SIGNATURES
              24


2


PART
            I
 
 This
            report on Form 10-KSB and documents incorporated herein by reference
            contain
            certain “forward-looking statements” as defined by the Private Securities
            Litigation Reform Act of 1995 which involve substantial risks and uncertainties.
            When used in this report and in other reports filed by the Company, the
            forward-looking statements are often identified by the use of such terms
            and
            phrases as “anticipates,” “believes,” “intends,” “plans,” “expects,” “seeks,”
“scheduled,” “foreseeable future’ and similar expressions. Although the Company
            believes the understandings and assumptions on which the forward-looking
            statements in this report are based are reasonable, the Company’s actual
            results, performance and achievements could differ materially from the
            results
            in, or implied by, these forward-looking statements. Certain factors
            that could
            cause or contribute to such differences include those discussed in “Management’s
            Plan of Operations” and elsewhere herein.
 
 ITEM
            1.
            DESCRIPTION OF BUSINESS.
 
 The
            Company
 
 The
            Company was originally incorporated in the State of Nevada on April 29,
            1996 as
“Loughran/Go Corporation”. On April 12, 2002, the Company entered into an
            Agreement and Plan of Merger with 12 to 20 Plus, Incorporated (12 to
            20), a
            Delaware corporation, whereby 12 to 20 was merged into the Company, and
            the
            Company was the surviving company. The Articles of Merger were filed
            with the
            Secretary of State of Nevada on May 8, 2002. The Company filed Articles
            of
            Amendment to Charter amending its Articles of Incorporation with the
            Secretary
            of State of Nevada to change the Company’s name to “12 to 20 Plus,
            Incorporated.”
  Immediately
            prior to the effective date of the merger, the Company had 500,000 shares
            of its
            common stock issued and outstanding. Pursuant to the Plan of Merger,
            the Company
            issued an additional 950,000 shares to the shareholders of 12 to 20 Plus.
            Thus,
            upon the consummation of the merger, the Company had 1,450,000 shares
            of its
            common stock issued and outstanding out of 25,000,000 shares
            authorized.
 
 On
            June
            20, 2002, a majority of the shareholders of the Company authorized a
            forward
            stock split of three (3) shares of the common stock of the Company for
            every one
            (1) share of the common stock of the Company held by shareholders of
            the Company
            at the date of the merger. Immediately prior to the stock split there
            were
            4,450,000 shares of the Company’s common stock issued and outstanding. Upon the
            date, and as a result, of the stock split, the Company had 13,350,000
            shares of
            issued and outstanding common stock.
 
 On
            October 30, 2002, a majority of the shareholders of the Company authorized
            a
            forward stock split of six (6) shares of common stock of the Company
            for every
            one (1) share of the common stock of the Company held by shareholders
            as of that
            date. Three (3) shareholders also returned 8,400,000 shares of common
            stock to
            the treasury of the Company. Immediately prior to the stock split there
            were
            4,950,000 shares of the Company’s common stock issued and outstanding.
            Immediately after the stock split the Company had 29,700,000 shares of
            its
            common stock issued and outstanding.
 
 On
            October 28, 2004, a majority of the shareholders of the Company authorized
            a
            reverse stock split of one (1) share for every fifty-seven (57) shares
            of the
            common stock of the Company held by shareholders as of that date. Immediately
            prior to the stock split there were 57,721,460 shares of the Company’s common
            stock issued and outstanding. Immediately after the stock split the Company
            had
            1,012,765 shares of its common stock issued and outstanding.
 
 On
            December 10, 2004, a majority of our stockholders approved a merger between
            the
            Company and Secured Financial Network, Inc., a Nevada corporation, whereby
            the
            Company would be the surviving company.
 
 3
   Effective
            January 11, 2005, Secured Financial Network, Inc., a Nevada corporation,
            pursuant to Articles and Plan of Merger filed with the Nevada Secretary
            of State
            on January 11, 2005, merged into the Company. The name of the Surviving
            Corporation was changed to “Secured Financial Network, Inc.”
 
 On
            January 19, 2005, Carol Slavin resigned her position as Director and
            President
            of the Surviving Corporation and was replaced by Jeffrey L. Schultz who
            shall
            serve as a director and President of the Surviving Corporation until
            his
            resignation or removal.
 
 On
            January 19, 2005, Linda Hannon resigned her position as Director, Secretary
            and
            Treasurer of the Surviving Corporation and was replaced by Brian N. Schultz
            who
            shall serve as Secretary and Treasurer of the Surviving Corporation until
            his
            resignation or removal. The vacant directorship resulting from Ms. Hannon’s
            resignation was filled by George Weast who shall serve until his resignation
            or
            removal.
 
 On
            January 19, 2005, Elizabeth Yaeger resigned her position as Director
            of the
            Surviving Corporation and was replaced by Stephen F. Burg who shall serve
            until
            his resignation or removal.
  The
            Business
 
 Secured
            Financial Network, Inc. is a financial services company specializing
            in short
            term high-margin business capital markets, sometimes referred to as “Opportunity
            Financing.” The company primarily engages in the types of transactions that
            include, but are not limited to *Container Financing* and *Bridge
            Financing* .
            The
            Company’s investment criteria for such transactions is characterized by rapid
            turnaround, and limited risks with high-profit-participation
            objectives.
 
 Employees
 
 During
            the period covered by this report, we had 2 employees.
 
 ITEM
            2.
            DESCRIPTION OF PROPERTY.
 
 Office
            Facilities
 1000
            sq.
            ft
 7951
            SW
            6 th St,
            Suite 210
 Plantation,
            Fl. 33324
 
 
 
 ITEM
            3.
            LEGAL PROCEEDINGS.
 
 We
            were
            not a party to any legal proceedings during the reporting period, and
            we know of
            no legal proceedings pending or threatened or judgments entered against
            any
            director or officer of the Company in his or her capacity as such.
 
 4
 
 
 ITEM
            4.
            SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
 
 None
 
 ITEM
            5.
            MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
 
 Principal
            Market or Markets
  Our
            common stock is listed on the Over-the-Counter Electronic Bulletin Board.
            Our
            trading symbol is “SFNL.”
 
 Approximate
            Number of Common Stock Holders
 
 As
            of
            December 31, 2005, we had 19,628,108 shares of common stock outstanding,
            held by
            approximately 200 shareholders.
 
 Dividend
            Policy
 
 We
            have
            never declared or paid cash dividends on our common stock and anticipate
            that
            future earnings, if any, will be retained for development of our
            business.
 
 Recent
            Sales of Unregistered Securities
 
 None
 
 ITEM
            6.
            MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
 
 The
            following discussion is intended to provide an analysis of the Company’s
            financial condition and Plan of Operation and should be read in conjunction
            with
            the Company’s financial statements and the notes thereto set forth herein. The
            matters discussed in this section that are not historical or current
            facts deal
            with potential future circumstances and developments. The Company’s actual
            results could differ materially from the results discussed in the
            forward-looking statements. Factors that could cause or contribute to
            such
            differences include those discussed below.
 
 Plan
            of
            Operation
 
 Following
            the merger with Secured Financial Network, Inc., the business has been
            refocused
            on conducting short-term, high-participation financial transactions.
            These are
            business instruments that offer higher-than-average returns, without
            experiencing higher risk factors. Such contracts include “container financing”
that enable manufacturers and shippers to complete trade transactions,
            with
            maturities averaging 45 days. In such agreements, working with a network
            of
            qualified agents, the Company obtains a secured positioned with professionally
            valued collateral assets and personal guarantees.
 
 5
 ITEM
            6.
            MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION -
            continued
  Similarly,
            “bridge financings” fall into the short-term category of providing business
            capital primarily for Corporate, Production and Real Estate purposes.
            These
            customers require additional working capital, for a limited period of
            time. The
            need may exist until the closing of new equity financing, or for a variety
            of
            manufacturing and construction project delays. The Company targets the
            shortest
            term contracts in this category, 30-60 days, and with positions secured
            by free
            trading stock, inventories of production materials, finished products,
            buildings, land or other resalable assets.
 
 The
            Company has a low-operating-cost philosophy to employ a small skilled
            staff,
            occupy modest office space, and use technology to achieve high performance.
            Working through a network of agents and referral sources, the Company
            is able to
            control its cost-of-transactions, and utilize in-house due diligence
            professionals to minimize risk in every financing transaction.
 
 Currently,
            our primary focus is container financing/investment.  This enables
            manufacturers and shippers to finalize their transactions with short-term,
            high
            participation capital.  Entering the fast-growing sector of international
            container shipping, Secured Financial Network has made this financing/investment
            the core of its business to date.
 
 We
            have
            initiated our “Promissory Note Program” to implement our Container Investment
            under arrangements with several companies involved in the brokering of
            domestic
            financially distressed or close-out goods. Our goal was to invest up
            to $1
            million in container contracts by the end of July 2005. This $1 million
            will
            revolve every 45 days as additional container investment opportunities
            arise.
            With the higher-than-average returns we will generate the revenues to
            fund
            operations, and steadily grow the company. We made our first Container
            Investment on April 7, 2005 implementing our primary business plan.  As of
            December 31, 2005, we had invested $2,025,000 in various Container Contracts
            through our Promissory Note Program. ****
 
 Results
            of Operation for Year Ended December 31, 2005
 
 The
            Company generated $2,129,500 in revenue during the period covered by
            this
            Report. Net losses for the year ending December 31, 2005, of $(2,554,024)
            were
            primarily attributable to inability to collect on receivables.
 
 The
            Company had total assets of $48,341at the year ended December 31, 2005,
            compared
            to $305,509 for the year ended December 31, 2004. The decrease was primarily
            attributed to losses incurred by the company’s inability to collect on
            receivables.
 
 The
            Company had total liabilities of 2,563,315 at the year ended December
            31, 2005,
            compared to $299,669 for the year ended December 31, 2005. The increase
            was
            primarily attributable to inability to pay down note holders and collect
            receivables owed.
 
 6
 ITEM
            6.
            MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION -
            continued
 
 At
            December 31, 2005, the Company had $0 cash on hand compared to $31 at
            December
            31, 2004.
  At
              December 31, 2005, the Company had accounts receivable of $1,841,101
              and
              container note receivables of $3,611,101. At December 31, 2005, the
              Company had
              an allowance for doubtful accounts of $3,611,101. The Company’s accounts
              receivable is primarily from two clients that are currently under investigation
              for certain “offshore” transactions made prior to their association with the
              Company. The Company is not under investigation. However, these clients
              have
              been instructed to cease business operation pending completion of the
              investigation. As a result they are unable to collect their receivables
              and
              subsequently pay the Company amounts owed.
 The
            monies owed the Company by its clients are not in dispute and Management
            believes that the amounts being held will ultimately be collected.
 
 Even
            though management is confident that amounts currently being held will
            ultimately
            be received and will take whatever action is necessary to protect its
            interests,
            timing of the release of those funds is uncertain. Accordingly, the Company
            has
            established an allowance for uncollectible receivables of 100% because
            of the
            uncertainties associated with collection.
  The
              current situation with container notes receivable and accounts receivable
              has
              seriously affected the cash flow of the Company. Management believes
              that this
              is a temporary situation.
 The
            Company expects to continue to incur losses at least through the first
            half of
            2006, and there can be no assurance that the Company will achieve or
            maintain
            profitability, generate revenue or sustain future growth.
 
 Liquidity
            and Capital Resources
 
 At
            December 31, 2005, the Company’s total assets of $48,341 were exceeded by our
            total liabilities of $2,563,315. We had no working capital. We believe
            that
            additional working capital will need to be raised in the form of debt,
            equity or
            some other financing to meet our anticipated cash needs for at least
            the next 12
            months. In the event financing is needed in the future, there can be
            no
            assurance that it will be available to the Company in an amount and on
            terms
            acceptable to us.
 7
 ITEM
        7. FINANCIAL STATEMENTS.
   Financial
                    Table of Contents
                PageREPORT
                  OF INDEPENDENT REGISTEREDPUBLIC
                  ACCOUNTING
                  FIRM
                8BALANCE
                  SHEETS  Year Ended December 31, 2004 and December 31, 2005
                9Statements
                  of Operations Year Ended December 31, 2004 and December 31, 2005
                10Statement
                  of Stockholders' Equity for the period December 31, 2002 to December
                  31,
                  2005
                11Statements
                  of Cash Flows Year Ended December 31, 2004 and December 31, 2005
                12NOTES
                  TO AUDITED FINANCIAL STATEMENTS December 31, 2005 and 2004
                13
    
 8
  
 **MOORE
          & ASSOCIATES, CHARTERED**
 *ACCOUNTANTS
          AND A* *D**VISORS*
 ** ** ** ** *PCA* *O* *B* ** *REGISTERED*
 
 
 
 REP O RT
          OF
          INDEPENDENT REGISTERE D P U BLIC
          A C COUNTI N G
          FIRM
 
 
 
 To
          the
          Board of Directo r s
 Secured
          Fi n ancial
          Network, Inc.
 Lauderdale,
            Florida
  We
            have
            audited the accompanying balance sheet of Secured Financial Network,
            Inc as of
            December 31, 2005, and the related statements of operations, stockholders’
equity and cash flows for the year then ended. 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
            conducted our audits in accordance with 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.
 
 In
            our
            opinion, the financial statements referred to above present fairly, in
            all
            material respects, the financial position of Secured Financial Network,
            Inc as
            of December 31,
 2005
            and
            the results of its operations and its cash flows for the year then ended,
            in
            conformity with accounting principles generally accepted in the United
            States of
            America.
 
 The
            accompanying financial statements have been prepared assuming that the
            Company
            will continue as a going concern. As discussed in Note 7 to the financial
            statements, the Company’s recurring losses raise substantial doubt about its
            ability to continue as a going concern. The financial statements do not
            include
            any adjustments that might result from the outcome of this
            uncertainty.
 
 ***/s/
          Moore & Associates, Chartered***
  Moore
          & Associates Chartered
 Las
          Vegas,  Nevada
 May
          11,
          2006
 
  
 *2675
          S. Jo* *n* *es
          Blvd. Sui* *t* *e
          109, Las* ** *Vegas,
          NV 89146 (702) 253-7511 Fax (702) 2* *5* *3-7501*
 
 9
 **SECURED
          FINANCIAL NETWORK, INC.**
  **BALANCE
          SHEETS**
  **ASSETS**December
                    31,2005
                
                
                2004CURRENT
                    ASSETSCash
                
                $
                -
                
                $
                31Accounts
                    Receivable
                
                
                1,841,101
                
                
                -Container
                    Notes Receivable
                
                
                1,770,000
                
                
                -Allowance
                    for Uncollectibles
                
                
                (3,611,101
                )
                
                -Employee
                    Loans
                
                
                32,134
                
                
                -Prepaid
                    Expenses
                
                
                2,500
                
                
                -Total
                    Current Assets
                
                
                34,634
                
                
                31PROPERTY
                    AND EQUIPMENT (NET)
                
                
                4,837
                
                
                4,033OTHER
                    ASSETSInvestment
                    in Subsidiary
                
                
                -
                
                
                240,000Investments
                    Held for Sale
                
                
                6,000
                
                
                -Security
                    Deposits
                
                
                2,870
                
                
                -Trademarks,
                    Formulae and Client Files (Net)
                
                
                -
                
                
                61,445Total
                    Other Assets
                
                
                8,870
                
                
                301,445TOTAL
                    ASSETS
                
                $
                48,341
                
                $
                305,509**LIABILITIES
                    AND STOCKHOLDERS' EQUITY**CURRENT
                    LIABILITIESAccounts
                    Payable
                
                $
                128,061
                
                $
                76,438Investor
                    Notes Payable
                
                
                2,025,000
                
                
                -Investor
                    Profit Participation
                
                
                256,733
                
                
                -Accrued
                    Expenses
                
                
                103,521
                
                
                -Short
                    Term Notes
                
                
                50,000
                
                
                223,233Total
                    Current Liabilities
                
                
                2,563,315
                
                
                299,671LONG
                    TERM LIABILITIES
                
                
                -
                
                
                -TOTAL
                    LIABILITIES
                
                
                2,563,315
                
                
                299,671STOCKHOLDERS'
                    EQUITYCommon
                    Stock authorized is 100,000,000shares
                    at $0.001 par value. Issued andoutstanding
                    on December 31, 2005 is 19,628,108and
                    December 31, 2004 is 1,012,765 shares.
                
                
                19,628
                
                
                1,013Additional
                    Paid in Capital
                
                
                1,000,558
                
                
                779,210Stock
                    Subscribed
                
                
                -
                
                
                3,000Retained
                    Earnings (Loss)
                
                
                (3,535,160
                )
                
                (777,385
                )Total
                    Stockholders' Equity
                
                
                (2,514,974
                )
                
                5,838TOTAL
                    LIABILITIES ANDSTOCKHOLDERS'
                    EQUITY
                
                $
                48,341
                
                $
                305,509
 The
            accompanying notes are an integral part of these statements
 10
 **SECURED FINANCIAL NETWORK, INC.**
 **Statements of Operations**Year EndedDecember 31,20052004INCOMESales$2,129,500$-EXPENSESAdministrative Expenses395,131-Container Financing Expense512,608-Bad Debt Expense3,611,101-Professional and Consulting139,895-Depreciation and Amortization616-Interest Expense99,336-Total Expenses4,758,687-Net Income/(Loss) before DiscontinuedOperations(2,629,187)-Gain on Disposal of DiscontinuedOperations9,162-Net (Loss) from DiscontinuedOperations(125,000)(392,494)Net (Loss) from Sale of Investments(12,750)-Net Income/loss before Provisionfor Income Taxes(2,757,775)(392,494)Provision for Income Taxes--NET INCOME/(LOSS)$(2,757,775)$(392,494)Basic and DilutedNet (Loss) per Common Share$(0.16)$(0.50)Weighted Average Number of SharesCommon Shares Outstanding16,737,153791,303The accompanying notes are an integral part of these statements
 11
 **SECURED FINANCIAL NETWORK, INC.****Statement of Stockholders' Equity****for the period December 31, 2002 to December 31, 2005** Common StockPaid inStockAccumulatedTotalSharesAmountCapitalSubscribed(Loss)Equity**Balance, December 31, 2002**521,108$52$64,496$3,000$(103,289)$(35,272)Common Stock Issued for Cash15,20715122,985123,000Common Stock Issued for Service32,38932234,068234,100Common Stock Issued to retire Debt3,509421,98121,985Net (Loss)(281,602)(281,602)**Balance, December 31, 2003**572,213572443,5303,000(384,891)62,211Common Stock Issued for Services140,71714162,12662,267Common Stock Issued to acquireSubsidiary52,63753239,947240,000Common Stock Issued to retire Debt247,19824733,60733,854Net (Loss)(392,494)(392,494)**Balance, December 31, 2004**1,012,7651,013779,2103,000(777,385)5,838Common Stock Issued for Cashin reorganization14,737,34314,737285,263300,000Common Stock Cancelled(56,630)(57)(239,943)(240,000)Write-Off Subscription Receivable3,000(3,000)-Common Stock Issued for Cash200,00020029,80030,000Common Stock Issued for Service3,734,6303,735143,228146,963Net Income/(Loss)(2,757,775)(2,757,775)**Balance, December 31, 2005**19,628,108$19,628$1,000,558$-$(3,535,160)$(2,514,974)On November 3, 2004 the Company had a 1 to 57 reverse stock split. This reverse split has been retroactively applied to the above schedule.The accompanying notes are an integral part of these statements
 12
 **SECURED
            FINANCIAL NETWORK,
            INC.**
  **Statements
            of Cash Flows**
 Year
                        Ended December 31,2005
                    
                    
                    2004OPERATING
                        ACTIVITIESNet
                        Income (Loss)
                    
                    $
                    (2,757,775
                    )
                    $
                    (392,494
                    )Adjustments
                        to Net IncomeCommon
                        Stock for Services
                    
                    
                    146,963
                    
                    
                    -Depreciation
                    
                    
                    616
                    
                    
                    -Changes
                        in Assets and LiabilitiesDiscontinued
                        Operations
                    
                    
                    (157,755
                    )
                    
                    391,438(Increase)/Decrease
                        Container Notes Receivable
                    
                    
                    (1,770,000
                    )
                    
                    -(Increase)/Decrease
                        in Accounts Receivable
                    
                    
                    (1,841,101
                    )
                    
                    -(Increase)/Decrease
                        in Security Deposits
                    
                    
                    (2,870
                    )
                    
                    -(Increase)/Decrease
                        in Prepaid Expense
                    
                    
                    (2,500
                    )
                    
                    -(Increase)/Decrease
                        in Employee Loans
                    
                    
                    (32,134
                    )
                    
                    -Increase/(Decrease)
                        in Allowance for Uncollectibles
                    
                    
                    3,611,101
                    
                    
                    -Increase/(Decrease)
                        in Investor Profit Participation
                    
                    
                    256,733
                    
                    
                    -Increase/(Decrease)
                        in Accrued Expenses
                    
                    
                    103,521
                    
                    
                    -Increase/(Decrease)
                        in Accounts Payable
                    
                    
                    51,623
                    
                    
                    -Cash
                        (Used) in Operations
                    
                    
                    (2,393,578
                    )
                    
                    (1,056
                    )INVESTING
                        ACTIVITIESInvestment
                        Held for Sale
                    
                    
                    (6,000
                    )
                    
                    -Purchase
                        of Equipment
                    
                    
                    (5,453
                    )
                    
                    -Cash
                        (Used) for Investing
                    
                    
                    (11,453
                    )
                    
                    -FINANCING
                        ACTIVITIESPrincipal
                        Received on Short Term Notes
                    
                    
                    50,000
                    
                    
                    -Principal
                        Received from Investor Notes
                    
                    
                    2,025,000
                    
                    
                    -Proceeds
                        from the sale of Common Stock
                    
                    
                    330,000
                    
                    
                    -Cash
                        Provided by Financing
                    
                    
                    2,405,000
                    
                    
                    -Net
                        Change in Cash
                    
                    
                    (31
                    )
                    
                    (1,056
                    )Beginning
                        Cash Balance
                    
                    
                    31
                    
                    
                    1,087Ending
                        Cash Balance
                    
                    $
                    -
                    
                    $
                    31Additional
                        DisclosuresTaxes
                    
                    $
                    -
                    
                    $
                    -Interest
                    
                    $
                    99,336
                    
                    $
                    1,695Non-Cash
                        Transactions:The
                        company issued 3,078,000 common shares for services valued
                        at
                        $71,800.The
                        company cancelled 56,630 common shares and eliminated the
                        corresponding$240,000 investment in a subsidiary.The
                        company established an allowance for doubtful accounts in
                        the amount
                        of$3,611,101
                        which represents 100% of its receivables.The
                        accompanying notes are an integral part of these
                        statements
 13
 **Secured
                  Financial Network, Inc.**
 **NOTES
                  TO AUDITED FINANCIAL STATEMENTS**
 **December
                  31, 2005 and 2004**
 **Note
          1.**  **OVERVIEW OF OPERATIONS AND ACCOUNTING POLICIES**
 
 The
          Company, Secured Financial Network, Inc. (originally Loughran/Go Corporation
          and
          changed its name to 12 To 20 Plus, Inc.), was incorporated in April 26,
          1996 and
          changed its name to Secured Financial Network, Inc. on January 11, 2005.
          The
          Company was organized to manufacture and market over-the-counter medical
          remedies and similar products through retail establishments and those operations
          have been discontinued. The Company now provides financial services specializing
          in short term high-margin business capital sometimes referred to as “Opportunity
          Financing/Investing.” Its primary business is financing and/or investing in
          domestic and international container shipping. The Company also expects
          to
          expand into “bridge loan” capital financing.
 
 **Marketing
          Strategy**
 
 The
          Company has entered into the domestic and international container shipping
          market. On April 7, 2005 the Company implemented its primary business plan
          of
          providing manufactures and shippers with short-term, high participation
          capital
          by making its first container investment. As of December 31, 2005 the Company
          has invested $1,770,000 in several container contracts through its promissory
          note program.
 
 **Container
          Notes Receivable and Revenue Recognition**
 
 The
          Company provides short-term (average 45-day) financing to manufacturers
          and
          shippers at a specified rate of return and secured by a non-interest bearing
          promissory note for the gross amount receivable (Principal plus interest/profit
          participation). The Company initially records its container notes receivable
          net
          of potential interest and profit participation. This represents the net
          principle amount invested in container financing that as of December 31,
          2005 is
          $1,770,000.
 
 The
          notes
          the Company holds were place with two clients that are currently under
          investigation for certain “offshore” transactions made prior to their
          association with the Company. The Company is not under investigation. However,
          these clients have been instructed to cease business operation pending
          completion of the investigation. As a result they are unable to collect
          their
          receivables and subsequently pay the Company amounts owed. The Company’s clients
          have stated that the Federal Government is holding the monies owed the
          Company
          in suspense pending the outcome of its investigation.
 
 The
          monies owed the Company by its clients are not in dispute and Management
          believes that the amounts being held will ultimately be collected. However,
          because the timing of such collection is uncertain the Company has established
          an allowance for uncollectibles of 100%.
  The
            Company will continue to take whatever action it feels prudent to protect
            its
            interests and hasten collection.
 
 Revenue
            in the form of interest/profit participation is accrued and recognized
            at the
            end of each quarter and recorded as accounts receivable.
 
 **Accounts
            Receivable Impact on Cash Flows**
 
 Accounts
            receivable consists primarily of accrued interest/container profit participation
            and is recorded when accrued as revenue. The Accounts Receivable balance
            is
            $1,841,101.
 
 The
            Companies accounts receivable is primarily from two clients that are
            currently
            under investigation for certain “offshore” transactions made prior to their
            association with the Company. The Company is not under investigation.
            However,
            these clients have been instructed to cease business operation pending
            completion of the investigation. As a result they are unable to collect
            their
            receivables and subsequently pay the Company amounts owed. The Company
            has been
            assured that the moneys owed are currently being held in financial institutions
            awaiting authorization from the Federal Government for release.
 14
 
 **Secured
            Financial Network, Inc.**
 **NOTES
            TO AUDITED FINANCIAL STATEMENTS**
 **December
            31, 2005 and 2004**
  
 The
          monies owed the Company by its clients are not in dispute and Management
          believes that the amounts being held will ultimately be collected. However,
          because the timing of such collection is uncertain the Company has established
          an allowance for uncollectibles of 100%. The Company will continue to take
          whatever action it feels prudent to protect its interests and hasten
          collection.
 
 The
          current situation with container notes receivable and accounts receivable
          has
          seriously affected the cash flow of the Company. Management believes that
          this
          is a temporary situation.
 
 **Container
          Financing Expense**
 
 The
          costs
          of providing container financing includes sales and marketing fees related
          to
          finding investors. It also includes a negotiated interest in the Company’s
          profit from the sale of the contents of the containers that is often referred
          to
          as investor profit participation. Both components are classified in the
          financials as Container Financing Expense. Direct interest associated with
          the
          financing is recorded as interest expense.
  **Equipment**
 
 Equipment
              is depreciated using the straight-line method over the estimated useful
              lives,
              which is five years. The Company disposed of its equipment along with
              all its
              other assets and liabilities upon merger with Secured Financial Network,
              Inc.
              Some new office equipment has been acquired. Fixed assets consist of
              the
              following:
 Period
                      Ended
                  
                  12/31/05
                  12/31/04Officeequipment
                  $9,486
                  $7,628Less:
                      Accumulated depreciation
                  (616)
                  (3,595)Less:
                      Disposed
                      Assets
                  (4,033)Total
                  $4,837
                  $4,033
 **Use
          of Estimates**
 
 The
          preparation of financial statements in conformity with accounting principles
          generally accepted in the United States of America (GAAP) requires management
          to
          make estimates and assumptions that affect the reported amounts and the
          disclosure of contingent amounts in the Company’s financial statements and the
          accompanying notes. Actual results could differ from those
          estimates.
 
 **Earnings
          per Share**
 
 The
          basic
          (loss) per share is calculated by dividing the Company’s net income available to
          common shareholders by the weighted average number of common shares during
          the
          year.
 
 The
          Company has no potentially dilutive securities outstanding at the end of
          the
          statement periods. Therefore, the basic and diluted (loss) per share are
          presented on the face of the statement of operations as the same
          number.
  **Stock
          Based Compensation**
 
 The
          Company accounts for its stock based compensation based upon provisions
          in SFAS
          No. 123, *Accounting
          for Stock-Based Compensation* .
          In this
          statement stock based compensation is divided into two general categories,
          based
          upon who the stock receiver is, namely: employees/directors and
          non-employees/directors. The employees/directors category is further divided
          based upon the particular stock issuance plan, namely compensatory and
          non-compensatory. The employee/directors non-compensatory securities are
          recorded at the sales price when the stock is sold. The compensatory stock
          is
          calculated and recorded at the securities’ fair value at the time the stock is
          given. SFAS 123 also provides that stock compensation paid to non-employees
          be
          recorded with a value which is based upon the fair value of the services
          rendered or the value of the stock given, whichever is more reliable. The
          common
          stock paid to non-employees was valued at the value of the services
          rendered.
 
 
  15
 
 **Secured
            Financial Network, Inc.**
 **NOTES
            TO AUDITED FINANCIAL STATEMENTS**
 **December
            31, 2005 and 2004**
 **Note
            2.**   **MERGER**
 
 On
            November 22, 2004 the company entered into a share exchange agreement
            with
            Secured Financial Network, Inc, (SFNI) a Nevada corporation effective
            January
            11, 2005. The Company has changed its name to Secured Financial Network,
            Inc. as
            of the effective date. The Company issued 14,737,343 common shares for
            $300,000
            and for all of the outstanding shares of SFNI resulting in a change of
            control.
            SFNI had no other assets, liabilities or retained earnings
 
 12
                      TO 20 Plus
                    December
                      31, 2004
                  
                  
                  Disposal
                    Adjustments
                  
                  
                  
                  
                  
                  12
                      TO 20 Plus
                    at
                      January 11, 2005**ASSETS**
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  
                  $
                  -Cash
                  
                  $
                  31
                  
                  $
                  (31
                  )
                  
                  (a),(b),(c)
                  
                  
                  -Equipment,
                      Net
                  
                  
                  4,033
                  
                  
                  (4,033
                  )
                  
                  (c)
                  
                  
                  -Investment
                      in Sub
                  
                  
                  240,000
                  
                  
                  (240,000
                  )
                  
                  (d)
                  
                  
                  -Trademarks,
                      Formulae, Etc
                  
                  
                  61,445
                  
                  
                  (61,445
                  )
                  
                  (c)
                  
                  
                  -Total
                      Assets
                  
                  $
                  305,509
                  
                  
                  
                  
                  
                  
                  
                  $
                  -**LIABILITIES
                      AND****SHAREHOLDER’S
                      EQUITY**LiabilitiesAccounts
                      Payable
                  
                  $
                  76,438
                  
                  
                  (76,438
                  )
                  
                  (c)
                  
                  $
                  -Notes
                      Payable
                  
                  
                  223,233
                  
                  
                  (223,233
                  )
                  
                  (c)
                  
                  
                  -New
                        Loan
                  
                  
                  
                  
                  
                  50,000
                  
                  
                  (b)
                  
                  
                  50,000Total
                      Liabilities
                  
                  
                  299,671
                  
                  
                  
                  
                  
                  
                  
                  
                  50,000**SHAREHOLDER’S
                      EQUITY**Common
                      Stock
                  
                  
                  1,013
                  
                  
                  14,680
                  
                  
                  (a),(d)
                  
                  
                  15,693Paid
                      in Capital
                  
                  
                  779,210
                  
                  
                  48,320
                  
                  
                  (a),(d),(e)
                  
                  
                  827,530Stock
                      Subscribed
                  
                  
                  3,000
                  
                  
                  -3,000
                  
                  
                  (e)
                  
                  
                  -Retained
                      (Loss)
                  
                  
                  (777,385
                  )
                  
                  (125,000
                  )
                  
                  (c)
                  
                  
                  (902,385
                  )Gain
                      on Disposal
                  
                  
                  
                  
                  
                  9,162
                  
                  
                  (c)
                  
                  
                  9,162Total
                      Equity
                  
                  $
                  5,838
                  
                  
                  
                  
                  
                  
                  
                  
                  (50,000
                  )Total
                      Liabilities and Shareholder’s Equity
                  
                  $
                  305,509
                  
                  
                  
                  
                  
                  
                  
                  $
                  -
  (a)
                Issue
                    of 14,737,343 shares of commons stock for receipt of $300,000
                    cash.
 (b)
                Receipt
                    of $50,000 loan.
 (c)
                Payment
                    of consulting and attorney fees, disposal of assets and liabilities
                    resulting in net gain on disposition of
                    $9,162
 (d)
                Disposal
                    of subsidiary by return of stock originally issued for its
                    purchase.
 
 16
 
 **Secured
              Financial Network, Inc.**
 **NOTES
              TO AUDITED FINANCIAL STATEMENTS**
 **December
              31, 2005 and 2004**
 **Note
          3**   **NOTES
          PAYABLE**
 
 **Long-Term
          Notes**
 
 Notes
            payable and capital lease obligations consist of the following:
 
 
 Period
                    Ended
                  
                  
                  9/30/05
                  
                  
                  12/31/04Demand
                    Note from shareholderInterest
                    at 8%
                  
                  
                  
                  
                  $
                  35,000Demand
                    note from shareholderInterest
                    at 8%
                  
                  
                  
                  
                  
                  10,000Demand
                    note from shareholderInterest
                    at 8%
                  
                  
                  
                  
                  
                  10,000Demand
                    note from shareholderNo
                    Interest
                  
                  
                  
                  
                  
                  8,000Demand
                    note from shareholderNo
                    Interest
                  
                  
                  
                  
                  
                  145,865Demand
                    note from related Party
                  
                  $
                  50,000Accrued
                    Interest
                  
                  
                  
                  
                  
                  14,368Total
                    Notes Payable
                  
                  $
                  50,000
                  
                  $
                  223,233
 **Investor
          Notes Payable**
 
 The
          Company issues short-term notes (average 90-days) with a specific rate
          of return
          (average 4%) to acquire funds to invest into high yield activities (e.g.
          Container financing/investment). As of December 31, 2005 the Company’s
          short-term notes payable total $2,025,000.
 
 
 **Note
          3.**   **STOCKHOLDERS’
          EQUITY**
  The
          Company, Secured Financial Network, Inc. (originally Loughran/Go Corporation
          then 12 TO 20 Plus, Inc.) was incorporated April 29, 1996 in the state
          of
          Nevada. The Company had 100,000,000 shares of common stock authorized.
          Two
          forward stock splits, one stock retirement and one reverse stock split
          have been
          retroactively and ratably applied to all share amounts listed below. On
          January
          11, 2005, the Company changed its name to Secured Financial Network,
          Inc.
 
 The
          Company has authorized 100,000,000 common shares wit a par value of $0.001
          per
          share.
 
 As
          of
          December 31, 2004 the Company had 1,012,765 post-split common shares valued
          at
          $780,223 issued and outstanding
 
 Afterward,
          14,737,343 post-split common shares were issued for $300,000 in the merger
          with
          Secured Financial Network, Inc. ($0.02 per share); 56,630 shares were received
          and cancelled for disposal of subsidiary valued at $240,000 (representing
          a
          reversal of the original purchase); 200,000 common shares were sold for
          $30,000
          cash ($0.15 per share); 2,950,000 common shares were issued for services
          valued
          at $59,000 ($0.02 per share); 594,630 common shares were issued for services
          valued at $59,463 ($0.10 per share); 190,000 common shares were issued
          for
          services valued at $28,500 ($0.15 per share) and subscriptions receivable
          of
          3,000 was written off as not collectable.
  17
 
 **Secured
            Financial Network, Inc.**
 **NOTES
            TO AUDITED FINANCIAL STATEMENTS**
 **December
            31, 2005 and 2004**
  
 **Note
          5.**   **INCOME
          TAXES:**
 
 The
          Company provides for income taxes under Statement of Financial Accounting
          Standards No. 109, *Accounting
          for Income Taxes* .
          SFAS
          No. 109 requires the use of an asset and liability approach in accounting
          for
          income taxes. Deferred tax assets and liabilities are recorded based on
          the
          differences between the financial statement and tax bases of assets and
          liabilities and the tax rates in effect currently.
 
 SFAS
          No.
          109 requires the reduction of deferred tax assets by a valuation allowance
          if,
          based on the weight of available evidence, it is more likely than not that
          some
          or all of the deferred tax assets will not be realized. In the Company’s
          opinion, it is uncertain whether they will generate sufficient taxable
          income in
          the future to fully utilize the net deferred tax asset. Accordingly, a
          valuation
          allowance equal to the deferred tax asset has been recorded. The total
          deferred
          tax asset is $590,175, which is calculated by multiplying a 22% estimated
          tax
          rate by the cumulative NOL of $2,682,612. The total valuation allowance
          is a
          comparable $590,175. The details for the current period and the last two
          years
          follow:
  PeriodandYearEnded
                  
                  12/31/05
                  
                  12/31/04DeferredTaxAsset
                  
                  $
                  590,175
                  
                  
                  171,025ValuationAllowance
                  
                  
                  (590,175
                  )
                  
                  (171,075
                  )Current
                    Taxes Payable
                  
                  
                  0
                  
                  
                  0$
                  0
                  
                  $
                  0
 Below
          is
          a chart showing the estimated corporate federal net operating loss (NOL)
          and the
          year in which it will expire.
  Year
                  
                  
                  Amount
                  
                  
                  Expiration1999
                    and prior
                  
                  $
                  23,832
                  
                  
                  20112000
                  
                  
                  29,873
                  
                  
                  20202001
                  
                  
                  28,668
                  
                  
                  20212002
                  
                  
                  20,916
                  
                  
                  20212003
                  
                  
                  281,602
                  
                  
                  20222004
                  
                  
                  392,494
                  
                  
                  20232005
                  
                  
                  2,682,612
                  
                  
                  2024Total
                    NOL
                  
                  $
                  3,459,997
                  
                  
                  2025
 The
          Company has filed no income tax returns since inception. Management is
          planning
          to complete these during 2006.
 
 
 **Note
          6.**   **THE
          EFFECT OF RECENTLY ISSUED ACCOUNTING STANDARDS**
 
 Below
          is
          a listing of the most recent accounting standards SFAS 150-154 and their
          effect
          on the Company.
  Statement
          No. 150  Accounting
          for Certain Financial Instruments with Characteristics of both Liabilities
          and
          Equity (Issued 5/03)
 
 This
          Statement establishes standards for how an issuer classifies and measures
          certain financial instruments with characteristics of both liabilities
          and
          equity.
 
 Statement
          No. 151  Inventory
          Costs-an amendment of ARB No. 43, Chapter 4 (Issued 11/04)
 
 This
          statement amends the guidance in ARB No. 43, Chapter 4, *Inventory
          Pricing* ,
          to
          clarify the accounting for abnormal amounts of idle facility expense, freight,
          handling costs, and wasted material (spoilage). Paragraph 5 of ARB 43,
          Chapter
          4, previously stated that “...under some circumstances, items such as idle
          facility expense, excessive spoilage, double freight and re-handling costs
          may
          be so abnormal ass to require treatment as current period charges....” This
          Statement requires that those items be recognized as current-period charges
          regardless of whether they meet the criterion of “so abnormal.” In addition,
          this Statement requires that allocation of fixed production overheads to
          the
          costs of conversion be based on the normal capacity of the production
          facilities.
 18
 
 **Secured
              Financial Network, Inc.**
 **NOTES
              TO AUDITED FINANCIAL STATEMENTS**
 **December
              31, 2005 and 2004**
 Statement
          No. 152  Accounting
          for Real Estate Time-Sharing Transactions (an amendment of FASB Statements
          No.
          66 and 67)
 
 This
          Statement amends FASB Statement No. 66, *Accounting
          for Sales of Real Estate* ,
          to
          reference the financial accounting and reporting guidance for real estate
          time-sharing transactions that is provided in AICPA Statement of Position
          (SOP)
          04-2, *Accounting
          for Real Estate Time-Sharing Transactions* .
 
 This
          Statement also amends FASB Statement No. 67, Accounting *for
          Costs and Initial Rental Operations of Real Estate Projects* ,
          states
          that the guidance for (a) incidental operations and (b) costs incurred
          to sell
          real estate projects does not apply to real estate time-sharing transactions.
          The accounting for those operations and costs is subject to the guidance
          in SOP
          04-2.
 
 Statement
          No. 153  Exchanges
          of Non-monetary Assets (an amendment of APB Opinion No. 29)
 
 The
          guidance in APB Opinion No. 29, *Accounting
          for Non-monetary Transactions* ,
          is
          based on the principle that exchanges of non-monetary assets should be
          measured
          based on the fair value of the assets exchanged. The guidance in that Opinion,
          however, includes certain exceptions to the principle. This Statement amends
          Opinion 29 to eliminate the exception for non-monetary exchanges of similar
          productive assts and replaces it with a general exception for exchanges
          of
          non-monetary assets that do not have commercial substance. A non-monetary
          exchange has commercial substance if the future cash flows of the entity
          are
          expected to change significantly as a result of the exchange.
  **Statement
          No. 154 - Accounting Changes and Error Corrections (a replacement of APB
          Opinion
          No. 20 and FASB Statement No. 3)**
 
 This
          Statement replaces APB Opinion No. 20, *Accounting
          Changes,* and FASB
          Statement No. 3, *Reporting
          Accounting Changes in Interim Financial Statements,* and
          changes the requirements for the accounting for and reporting of a change
          in
          accounting principle. This Statement applies to all voluntary changes in
          accounting principle. It also applies to changes required by an accounting
          pronouncement in the unusual instance that the pronouncement does not include
          specific transition provisions. When a pronouncement includes specific
          transition provisions, those provisions should be followed.
 
 The
          adoption of these new Statements is not expected to have a material effect
          on
          the Company’s current financial position, results or operations, or cash flows.
 19
 ITEM
        8.
        CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
        DISCLOSURE.
 
 On
        March
        3, 2006 we were notified verbally by Shelley International, CPA (“Shelley”) that
        they were resigning as our independent auditors. Shelley audited our financial
        statements for our two fiscal years ended December 31, 2005. Shelley’s reports
        on the financial statements for those fiscal years did not contain an adverse
        opinion or disclaimer of opinion and was not otherwise qualified or modified
        as
        to any uncertainty, audit scope or accounting principles. During those two
        fiscal years and also during the subsequent period through the date of Shelley’s
        resignation as indicated above: (1) there were no disagreements between us
        and
        Shelley on any matter of accounting principles or practices, financial statement
        disclosure, or auditing scope or procedure; and (2) Shelley provided no advice
        to us that (i) internal controls necessary to develop reliable financial
        statements did not exist, (ii) information had come to the attention of Shelley
        which made it unwilling to rely on management’s representations, or unwilling to
        be associated with the financial statements prepared by management, or (iii)
        the
        scope of the audit should be expanded significantly, or information had come
        to
        the attention of Shelley that it concluded will, or if further investigated
        might, materially impact the fairness or reliability of a previously issued
        audit report or the underlying financial statements, or the financial statements
        issued or to be issued covering the fiscal periods subsequent to the date
        of the
        most recent audited financial statements.
 
 On
        March
        7, 2006, we formally appointed Moore & Company (“Moore”) as our independent
        auditors. The decision to engage Moore was recommended by management and
        approved by our board of directors.
 
 During
        our two most recent fiscal years ended December 31, 2005, and also during
        the
        subsequent interim period through the date of Shelley’s resignation, we did not
        consult with Moore regarding the application of accounting principles to
        a
        specified completed or contemplated transaction, or the type of opinion that
        might be rendered regarding our financial statements, nor did we consult
        Moore
        with respect to any accounting disagreement or any reportable event at any
        time
        prior to the appointment of that firm.
 
 ITEM
        8A.
        CONTROLS AND PROCEDURES
 
 Evaluation
        of Disclosure Controls and Procedures
 
 Disclosure
        controls and procedures are designed to ensure that information required
        to be
        disclosed in the reports filed or submitted under the Exchange Act of 1934
        is
        recorded, processed, summarized and reported, within the time periods specified
        in the rules and forms of the Securities and Exchange Commission. Disclosure
        controls and procedures include, without limitation, controls and procedures
        designed to ensure that information required to be disclosed in the reports
        filed under the Securities Exchange Act of 1934 is accumulated and communicated
        to management, including our Chief Executive Officer, as appropriate, to
        allow
        timely decisions regarding required disclosure.
  Within
          the 90 days prior to the filing date of this report, we carried out an
          evaluation of the effectiveness of the design and operation of our disclosure
          controls and procedures pursuant to Exchange Act Rule 13a-14. This evaluation
          was done under the supervision and with the participation of our Principal
          Executive Officer. Based upon that evaluation, he concluded that our disclosure
          controls and procedures are effective in gathering, analyzing and disclosing
          information needed to satisfy our disclosure obligations under the Exchange
          Act.
 
 Changes
          in Internal Controls
 
 There
          were no significant changes in our internal controls or in other factors
          that
          could significantly affect those controls since the most recent evaluation
          of
          such controls.
 
 20
  PART
        II
 
 ITEM
        9.
        DIRECTORS, EXECUTIVE OFFICERS. PROMOTERS AND CONTROL PERSONS; COMPLIANCE
        WITH
        SECTION 16(a)
 
 The
        following table sets forth the names and ages of the directors and executive
        officers of the Company through the date of this Report, as well as the current
        officers and directors; the principal officers and positions with the Company
        held by each person and the date such person became a director or executive
        officer of the Company. Each serves until the next annual meeting of the
        stockholders.
 
 
 Names
                  of Current Executive
                Officers
                  and Directors
              Age
              Position
              Date
                  of AppointmentJeffrey
                  L. Schultz
              55
              Director/CEO//President
              January
                  19, 2005Brian
                  N. Schultz
              26
              COO/Secretary/Treasurer
              January
                  19, 2005George
                  Weast
              73
              Director
              January
                  19, 2005Stephen
                  F. Burg
              68
              Director
              January
                  19, 2005Michael
                Fasci
              47
              Director
              January
                19,
                2006
  Jeffrey
        L. Schultz **** is **** President/CEO/Director,
        55, most recently served as Vice President of Sales and Marketing for InteleTech
        Corporation from January through November of 2004. From July of 2002 until
        December of 2003 Mr. Schultz acted as a consultant to various companies involved
        in the plastic printing and card issuance industries. From February of 2001
        until July of 2002 Mr. Schultz was Director of Business Development for
        Continental Plastic Card Co. coordinating the financial and sales restructuring
        of the company and setting in motion a business plan for 2002 which made
        Continental Plastic profitable. Continental Plastic was in the top 10 plastic
        card printers in the USA. Prior to 2001 Mr. Schultz was the President of
        Strategic Funding, Inc. which since its inception in 1996, had been instrumental
        in providing consulting to various private and public companies and raised
        in
        excess of $20 million in capital. From 1990 until 1996 Mr. Schultz was the
        founder, an officer, and director of Aqua Care Systems, Inc., a manufacture
        of
        residential, commercial, industrial, and wastewater treatment
        plants.
  Aqua
          Care
          Systems became a public company in October 1993 after a successful NASDAQ
          offering. Mr. Schultz graduated with a B.A. Degree from Wayne State University
          in Detroit, Michigan in 1972.
 
 Brian
          N.
          Schultz, 26, Chief Operating Officer/Secretary/Treasurer for Secured Financial
          Network, Inc. From February 2004 until November 2004 Mr. Schultz was Operations
          manager for Inteletech Corporation of America coordinating all internal
          operations of Inteletech’s stored value Debit MasterCard® program. As
          operational manager he oversaw the operations, customer service, information
          technology, shipping/fulfillment, and compliance departments of Inteletech.
          Mr.
          Schultz managed Inteletech’s card management system development team. Prior to
          his employment at Inteletch Mr. Schultz was President of Copasetic Productions,
          LLC, and Chair of the University of Florida’s Student Government Productions. In
          these capacities Mr. Schultz managed marketing, finance, forcibility and
          operations for large venue entertainment production companies. His list
          of
          produced acts includes, but is not limited to Stone Temple Pilots, Snoop
          Dog,
          Busta Rhymes, and a 3-day outdoor festival. Mr. Schultz graduated with
          a B.A.
          degree from The University of Florida in Gainesville in 2003.
 
 21
 9.
        DIRECTORS, EXECUTIVE OFFICERS. PROMOTERS AND CONTROL
        PERSONS; COMPLIANCE WITH SECTION 16(a) - continued
 
 George
        Weast, 72, Director, since 1992 till present is President and Founder of
        Washington Capital Corporation. This company has served consultants to banks,
        investment banking Firms, and professional money managers. Washing Capital
        Corporation also secures equity and debt financing for corporate and real
        estate
        developer. The company also acted as a consultant to public shell corporation
        in
        areas of reverse merger and corporate debt reorganization and updating of
        reporting status. From 1973 until 1991 Mr. Weast has also been the President
        and
        Founder of American Investors, Inc. and Subsidiaries.  These companies
        developed and syndicated commercial real estate in the Washington metropolitan
        area. It also syndicated and leased equipments to banks and Fortune 500
        companies throughout the United States. Starting from 1970 to 1972 he was
        President and Founder of Weston Leasing Company, a publicly traded leasing
        company which expanded through acquisitions and mergers in the auto leasing,
        premium finance, and association travel fields. From 1962 until 1969 he was
        Chief Financial Officer of Jonker Business Machines, Inc., which was a public,
        traded information retrieval company. Commencing 1959 to 1961 Mr. Weast was
        Internal Auditor of Government Employees Insurance Company and its Subsidiaries.
        Mr. Weast was also the former Director of Two National Banks.  He served in
        the US Army and was Honorable Discharge. Mr. George Weast attended the
        University of Maryland and graduated with a B.S. Accounting Degree.
 
 Stephen
        F. Burg, age 68, **** Director,
        has been chief executive officer of SB Corporate Consulting, Inc., which
        offers
        corporate growth strategies for public and private companies, nationally
        and
        internationally, from 1986 to present. From 1978 to 1986, Mr. Burg was Vice
        President-Corporate Acquisitions for Evans Products Company, a New York Stock
        Exchange company with over $2 billion in annual revenues, and from 1973 to
        1978
        was Corporate Director-Acquisitions and Human Services for Jack August
        Enterprises. Mr. Burg has been a director of a pharmaceutical company, Xechem
        International, Inc. and Xechem Nigeria, Inc. for the past 11 years. He also
        serves as aconsultant
        to a number of growth oriented companies, both public and private. Mr. Burg
        is a
        graduate of Boston University. He is a licensed pilot, an avid boater, and
        holds
        various certifications in Real Estate.
  ITEM
          9B:
          COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT


ITEM
        10.
        EXECUTIVE COMPENSATION
 
 The
        following table sets forth certain information concerning the compensation
        paid
        by the Company for services rendered in all capacities to the Company from
        January 1, 2005, through the fiscal year ended December 31, 2005, of all
        officers and directors of the Company.
 
 Name
                  and Principal
                Positions
                  at 12/31/05
              Salary
              Bonus
              Compensation
              Securities
                Underlying
                OptionsJeffrey
                  L. Schultz
                Director/President
              $169,808
              -0-
              -0-
              -0-Brian
                  N. Schultz
                Director/Secretary/Treasurer
              $65,351
              -0-
              -0-
              -0-George
                  Weast
                Director
              -0-
              -0-
              -0-
              -0-Stephen
                  F. Burg
                Director
              -0-
              -0-
              -0-
              -0-
 
 22
  ITEM
        11.
        SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
 
 The
        following table sets forth, as of December 31, 2005, certain information
        with
        respect to the beneficial ownership of our common stock by (i) each director
        and
        officer of the Company, (ii) each person known to the Company to be the
        beneficial owner of 5% or more of the outstanding shares of common stock,
        with
        such person’s address, and (iii) all of the directors and officers as a group.
        Unless otherwise indicated, the person or entity listed in the table is the
        beneficial owner of the shares and has sole voting and investment power with
        respect to the shares indicated.
   Shares
                  BeneficiallyName
                  of Beneficial Owner
                or
                  Name of Officer or Director
              Owned
              PercentJeffrey
                  L. Schultz
                Director/President
              9,806,900
              50.45%Brian
                  N. Schultz
                Director/Secretary/Treasurer
              100,000
              51%George
                  Weast
                Director
              125,000
              64%Stephen
                  F. Burg
                Director
              750,000
              3.95%Brian
                  Corday
              5,,305,443
              27.29%Total
                  Director/Officer/5% Owners
              16,087,343
              82.76%
 
 ITEM
        12.
        CERTAIN RELATIONSHIPS AND RELATED PARTY TRANSACTIONS.
 
 None
 
 ITEM
        13.
        EXHIBITS AND REPORTS ON FORM 8-K.
 
 (a)
        Exhibits
 
 Exhibit
        No.  Description
        and Method of Filing
  23.1
              Consent
                  of Independent Auditor
  31.1
              Certificate
                  of Principal Executive Officer as Required by Rule
                  13a-14(a)/15d-14
 
 31.2
              Certificate
                  of Principal Accounting Officer as Required by Rule
                  13a-14(a)/15d-14
 
 32.1
              Certificate
                  of Principal Executive Officer as Required by Rule 13a-14(b) and
                  Rule 15d-
                  14(b) (17 CFR 240.15d-14(b)) and Section 1350 of Chapter 63 of
                  Title 18 of
                  the United States Code
  32.1
              Certificate of Principal Accounting
                  Officer
                  as Required by Rule 13a-14(b) and Rule 15d-14(b) (17 CFR 240.15d-14(b)
                  and
                  Section 1350 of Chapter 63 of Title 18 of the United States
                  Code
  (b)
          Reports On Form 8-K
 
 Form
          8-K
          filed on March 26, 2004.
 23
 ITEM
        14.
        PRINCIPAL ACCOUNTANT FEES AND SERVICES
 
 Our
        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 our review of non-audit service fees and its appointment of
        Shelley
        International CPA. as our independent accountants, our Board of Directors
        considered whether the provision of such services is compatible with maintaining
        independence. All of the services provided and fees charged by Shelley
        International CPA, in fiscal year ended December 31, 2005, were approved
        by our
        board of directors.
 
 Audit
        Fees
 
 The
        aggregate fees billed by Shelley International CPA for professional services
        for
        the audit of our annual financial statements and the review of the financial
        statements included in our quarterly reports on Form 10-QSB for fiscal 2005
        were
        $21,500 net of expenses.
 
 Audit-Related
        Fees
 
 None
 
 Tax
        Fees
 
 None
  
 SIGNATURES
 
 In
        accordance with Section 13 and 15(d) of the Exchange Act, the Company caused
        this report to be signed on its behalf by the undersigned, thereunto duly
        authorized.
 
 SECURED
        FINANCIAL NETWORK, INC.
 Date:
                  May
                  12, 2006
              
              
              Date:
                May
                12, 2006/s/ Jeffrey
                L. Schultz
              
              
              /s/ Michael
                FasciJeffrey
                L.
                SchultzCEO/President
              
              
              Michael
                FasciPrincipal Accounting Officer
 Pursuant
        to the requirements of the Securities Exchange Act of 1934, this Report has
        been
        signed by the following persons on behalf of the Registrant and in the
        capacities and on the dates indicated.
  Date:
                May
                12, 2006
              
              
              Date:
                  May
                  12, 2006/s/ Jeffrey
                L. Schultz
              
              
              /s/ Stephen
                F. BurgJeffrey
                L.
                SchultzDirector
              
              
              Stephen
                F.
                BurgDirector
  24