U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

(Mark One)[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2005

                                       OR

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


                         COMMISSION FILE NUMBER: 0-29447


                             AVERY SPORTS TURF, INC.
                -------------------------------------------------
               (Exact Name of Company as Specified in Its Charter)


           Delaware                                       52-2171803
---------------------------------------------         ------------------
(State or Other Jurisdiction of Incorporation          (I.R.S. Employer
                 or Organization)                     Identification No.)

        2535 Pilot Knob Road, Suite 118, Mendota Heights, Minnesota 55120
                    (Address of Principal Executive Offices)

                                (651) 452-1606 .
                          ----------------------------
                          (Company's Telephone Number)

            --------------------------------------------------------
            (Former Name, Former Address, and Former Fiscal Year, if
                           Changed Since Last Report)

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

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

     As of September  30,  2005,  the Company had  153,777,165  shares of common
stock issued and outstanding.

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




<PAGE>
<TABLE>
<CAPTION>

                                TABLE OF CONTENTS
<S>                                                                                                              <C>
PART I - FINANCIAL INFORMATION                                                                                  PAGE

         ITEM 1.  FINANCIAL STATEMENTS

                             REVIEW REPORT OF INDEPENDENT REGISTERED
                             PUBLIC ACCOUNTING FIRM...............................................................3

                             BALANCE SHEET AS OF SEPTEBMER 30, 2005...............................................4

                             STATEMENTS OF OPERATIONS
                             FOR THE THREE AND NINE MONTHS ENDED
                             SEPTEMBER 30, 2005 AND SEPTEMBER 30, 2004............................................5

                             STATEMENTS OF CASH FLOWS
                             FOR THE NINE MONTHS ENDED
                             SEPTEMBER 30, 2005 AND SEPTEMBER 30, 2004............................................6

                             NOTES TO FINANCIAL STATEMENTS........................................................7

         ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS..................................................10

         ITEM 3.  CONTROLS AND PROCEDURES........................................................................18

PART II - OTHER INFORMATION

         ITEM 1.  LEGAL PROCEEDINGS..............................................................................19

         ITEM 2.  UNREGISTERED SALES OF EQUITY
                  SECURITIES AND USE OF PROCEEDS.................................................................19

         ITEM 3.  DEFAULTS UPON SENIOR SECURITIES................................................................19

         ITEM 4.  SUBMISSION OF MATTERS TO A VOTE
                  OF SECURITY HOLDERS............................................................................19

         ITEM 5.  OTHER INFORMATION..............................................................................19

         ITEM 6.  EXHIBITS.......................................................................................20

SIGNATURE........................................................................................................20
</TABLE>

                                       2

<PAGE>


PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCAL STATEMENTS.


                               George Brenner, CPA
                           A Professional Corporation
                       10680 W. PICO BOULEVARD, SUITE 260
                          LOS ANGELES, CALIFORNIA 90064
                         310/202-6445 - Fax 310/202-6494

         REVIEW REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders
of Avery Sports Turf, Inc.

I have reviewed the accompanying balance sheet of Avery Sports Turf, Inc. as of
September 30, 2005, and the related statements of operations for the three and
nine months ended September 30, 2005 and 2004, and the statements of cash flows
for the nine-month periods then ended. These financial statements are the
responsibility of the Company's management.

I conducted my review in accordance with standards of the Public Company
Accounting Oversight Board (United States). A review of interim financial
information consists principally of applying analytical procedures to financial
data and making inquiries of persons responsible for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with auditing standards generally accepted in the United States, the objective
of which is the expression of an opinion regarding the financial statements
taken as a whole. Accordingly, I do not express such an opinion.

Based on my review, I am not aware of any material modifications that should be
made to the accompanying financial statements for them to be in conformity with
accounting principles generally accepted in the United States.

As discussed in Note 5, certain conditions indicate that the Company may be
unable to continue as a going concern. The accompanying financial statements do
not include any adjustments to the financial statements that might be necessary
should the Company be unable to continue as a going concern.


/s/  George Brenner, CPA
-----------------------
George Brenner, CPA
Los Angeles, California
November 23, 2005

                                       3

<PAGE>

                             AVERY SPORTS TURF, INC.
                                  BALANCE SHEET
                               SEPTEMBER 30, 2005
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                                             <C>
                                     ASSETS
Current Assets
         Cash                                                                   $              --

                  Total Assets                                                  $              --
                                                                                =================

                      LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
         Bank Overdraft                                                                     3,012
         Accounts Payable                                                                 119,469
         Notes Payable                                                                     30,000
         Notes Payable - Related Parties                                                  435,394
         Accrued Expense and Other Current Liabilities                                    149,852
                                                                                -----------------
                  Total Current Liabilities                                               737,727

Long Term Liabilities
         Notes Payable                                                                     42,500
            Total Long -Term Liabilities                                                   42,500
                                                                                -----------------
                         Total Liabilities                                                780,227

Shareholders' Deficit
         Common Stock, Par Value $0.001;
            Authorized 500,000,000 Shares,
            Issued and Outstanding 153,777,165                                            153,777
         Additional Paid-In Capital                                                     3,239,083
         Less: Subscriptions Receivable
            Net of $505,859 Allowance - Doubtful Accounts                                      --
         Deficit                                                                       (4,173,087)
                                                                                -----------------
                Total Shareholders' Deficit                                              (780,227)
                                                                                -----------------

                  Total Liabilities and Shareholders' Deficit                   $              --
                                                                                =================
</TABLE>
                 See accompanying notes to financial statements.

                                        4
<PAGE>
                             AVERY SPORTS TURF, INC.
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)
<TABLE>
<CAPTION>


                                                     Three Months Ended                         Nine Months Ended
                                                       September 30,                              September 30,
                                                     ------------------                         -----------------
                                                2005                     2004              2005                 2004
                                                ----                     ----              ----                 ----
<S>                                          <C>                   <C>                 <C>                  <C>
Net Sales                                    $         --          $      34,681       $      4,840         $    04,983

Cost of Goods Sold                                     --                 30,016              6,411              56.067
                                             ------------          -------------       ------------         -----------

Gross Profit                                           --                  4,665             (1,571)             48,916

Selling, General and
   Administrative                                  62,747                103,871            234,365             416,034

Depreciation                                           --                  7,221              7,221              20,597

Amortization                                           --                     --                 --                  --

Interest Expense                                    1,131                  4,591             12,447              17,252
                                             ------------          -------------       ------------         -----------

Loss From Operations                              (63,878)              (111,081)          (255,604)           (404,967)

Loss from Asset Disposition                       (71,522)                    --           (108,473)                 --

Income Tax Provision                                   --                     --                 --                  --
                                             ------------          -------------       ------------         -----------

Net Loss                                     $   (135,430)         $    (111,081)      $   (364,117)        $  (404,967)
                                             ============          =============       ============         ===========

Loss Per Common Share
   Basic and Diluted                         $    (0.0009)         $     (0.0013)      $    (0.0024)        $   (0.0027)
                                             ============          =============       ============         ===========

Weighted Average
   Number of Common
   Shares Outstanding                         153,777,165             85,616,295        153,777,165         145,745,297
                                             ============          =============       ============         ===========
</TABLE>

                 See accompanying notes to financial statements

                                       5
<PAGE>

                             AVERY SPORTS TURF, INC.
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                    Nine Months Ended
                                                                                      September 30,
                                                                                    -----------------
                                                                             2005                    2004
                                                                             ----                    ----
<S>                                                                      <C>                      <C>
Cash Flows From Operating Activities
         Net Loss                                                        $ (364,117)              $ (404,967)
         Adjustments to Reconcile Net Loss to
            Net Cash Used in Operating Activities:
                          Loss on disposition of building & equipment       108,473                       --
         Depreciation                                                         7,721                   20,597
         Stock for Services                                                      --                  116,750
         Changes in Operating Assets and Liabilities:
                  Accounts Receivable                                         8,351                 (131,857)
                  Inventory                                                  38,433                  (29,130)
                  Notes Payable - Affiliate                                 113,949                  119,990
                  Accrued expense related party                              60,000                   20,000
                  Prepaids                                                    2,778                       --
                  Note Payable                                              (40,000)                  68,357
                  Accounts Payable                                            8,937                   32,549
                  Accrued Expense                                            57,670                   54,109
                                                                         ----------               ----------
                 Net Cash Used in Operating Activities                       (2,195)                 (15,602)

Cash Flows From Investing Activities
                  Investment - Equipment                                         --                  (15,300)
                                                                         ----------               ----------
             Net Cash Used in Investing Activities                               --                  (15,300)

Cash Flows From Financing Activities
         Bank Overdraft                                                        (695)                   3,022
         Mortgage Reduction                                                  (1,500)                  (3,041)
         Proceeds from Note Payable                                              --                   20,000
         Proceeds from Issuance of Stock                                         --                   26,000
                                                                         ----------               ----------
            Net Cash Provided by (Used in) Financing Activities              (2,195)                  45,981

Net Increase (Decrease) in Cash                                                  --                  (15,079)

Cash at Beginning of Period                                                      --                   15,079
                                                                         ----------               ----------

Cash at End of Period                                                    $       --               $       --
                                                                         ==========               ==========
Supplemental Disclosure of Cash Flow Information:
    Interest                                                             $       --               $       --
                                                                         ==========               ==========
    Income taxes                                                         $       --               $       --
                                                                         ==========               ==========
    Stock for Services - 24,300,000 Shares @
    $0.005 - $0.01 per Share                                             $       --               $  116,750
                                                                         ==========               ==========
    Sale of Building                                                     $  554,089                       --
     Less:
        Encumbrances                                                       (420,012)                      --
        Accumulated depreciation                                            (25,604)                      --
        Loss on disposition                                                 108,473                       --

</TABLE>
                 See accompanying notes to financial statements

                                       6
<PAGE>

                             AVERY SPORTS TURF, INC.
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 1.  BASIS OF PRESENTATION

The accompanying  unaudited  financial  statements of Avery Sports Turf, Inc., a
Delaware  corporation  ("Company"),   have  been  prepared  in  accordance  with
generally accepted accounting  principles for interim financial  information and
with  the   instructions  to  Form  10-QSB  and  Item  310  of  Regulation  S-B.
Accordingly,  they do not include all of the information and footnotes  required
by generally accepted accounting  principles for complete financial  statements.
In the opinion of the management of the Company all  adjustments  (consisting of
normal accruals) considered necessary for a fair presentation of these financial
statements have been included.

These financial  statements  should be read in conjunction with the December 31,
2004 audited financial  statements  contained in the Form 10-KSB.  The operating
results for any interim  period are not  necessarily  indicative  of the results
that may be expected for the fiscal year ending December 31, 2005.

NOTE 2.  HISTORY

The Company was  created as a result of a reverse  acquisition  with Perma Grass
Corporation  ("Perma"),  is engaged in developing a business of distributing and
installing artificial grass surfaces for commercial,  athletic,  residential and
child care applications (sometimes known as "artificial turf").

The Company was  incorporated on March 10, 1994 in the state of Delaware as Beta
Acquisition  Corp.  ("Beta")  and on  September 7, 1995 Beta changed its name to
In-Sports  International,  Inc.  In August  2002 the name was  changed  to Avery
Sports Turf, Inc.

NOTE 3.  REVERSE ACQUISITION

In December 1998, the Company acquired 100% of Perma by issuing 9,000,000 shares
for all of the  shares of  Perma.  This  exchange  has been  accounted  for as a
reverse acquisition,  under the purchase method of accounting,  since the former
shareholder  of Perma owned a majority of the  outstanding  stock of the Company
after the  acquisition.  Accordingly,  the  combination  of the two companies is
recorded as recapitalization of shareholders' equity of Perma, pursuant to which
Perma is  treated  as the  continuing  entity for  accounting  purposes  and the
historical  financial  statements  presented  are  those  of  Perma.   Pro-forma
information  has not been presented  since the  transaction was deemed a capital
stock transaction rather than a business combination.

Perma was "spun off" January 10, 2001.


                                       7
<PAGE>
NOTE 4.  CRITICAL ACCOUNTING POLICIES

Use of Estimates.

The preparation of financial statements in accordance with accounting principles
generally  accepted in the United States of America  requires  management of the
Company to make estimates and  assumptions  that affect the reported  amounts of
assets and liabilities at the date of the interim  financial  statements and the
reported  amounts of revenues and expenses  during the  reporting  period.  Such
estimates include,  but are not limited to, revenue  recognition and allowances,
accrued  liabilities,  deferred revenue,  loss  contingencies and accounting for
income taxes. Actual results could differ from these estimates.

Revenue Recognition.

Revenue is recognized  when the product or services are provided and accepted by
the customer.

Inventory

Inventory is valued at specific  identification adjusted to the lower of cost or
market value.

Impaired Fair Value of Financial Instruments.

The  carrying  amounts  for  the  Company's  cash,  accounts  payable,   accrued
liabilities,  due to stockholder and officers  approximate fair value due to the
short-term maturity of these instruments.

Income Taxes.

In February  1992, the Financial  Accounting  Standards  Board  ("FASB")  issued
Statement of Financial  Accounting  Standards ("SFAS") No. 109,  "Accounting for
Income  Taxes".  SFAS No. 109  required  a change  from the  deferred  method of
accounting for income taxes of Accounting Principles Board Opinion No. 11 to the
asset and liability  method of accounting for income taxes.  Under the asset and
liability  method of SFAS No.  109,  deferred  tax  assets and  liabilities  are
recognized for the future tax consequences  attributable to differences  between
the financial  statement carrying amounts of existing assets and liabilities and
their  respective tax bases.  Deferred tax assets and  liabilities  are measured
using  enacted  tax rates  expected  to apply to taxable  income in the years in
which those temporary differences are expected to be recovered or settled. Under
SFAS No. 109, the effect on deferred tax assets and  liabilities  of a change in
tax rates is  recognized  in income in the period that  includes  the  enactment
date. Effective January 1, 1993, the Company adopted SFAS No. 109.

Earnings (Loss) per Share.

In February 1997,  the FASB issued SFAS No. 128,  "Earnings per Share." SFAS No.
128  simplifies  the standards for computing  earnings per share ("EPS") and was
effective for financial  statements issued for periods ending after December 15,
1997,  with earlier  application not permitted.  Effective  January 1, 1998, the
Company  adopted SFAS No. 128. Basic EPS is determined  using net income divided
by the weighted  average shares  outstanding  during the period.  Diluted EPS is
computed by dividing  net income by the  weighted  average  shares  outstanding,
assuming  all dilutive  potential  common  shares were  issued.  Since the fully
diluted  losses per share for the three  quarters of fiscal  years 2005 and 2004
were antidilutive, basic and diluted losses per share are the same

                                       8
<PAGE>
NOTE 5.  CONTINUED EXISTENCE

As shown in the accompanying interim financial statements, the Company has as of
September  30, 2005 an  accumulated  deficit of  approximately  $4,173,000.  The
industry  in  which  the  Company   operates  is  very  dynamic  and   extremely
competitive.  The  Company's  ability to generate net income and  positive  cash
flows is dependent on the ability to increase sales while  containing  operating
costs,  as well as the  ability  to  raise  additional  capital.  Management  is
following  strategic plans to accomplish  these  objectives,  but success is not
guaranteed.  As of September 30, 2005,  these factors  raise  substantial  doubt
about the  Company's  ability to  continue  as a going  concern.  The  financial
statements do not include any adjustments to reflect the possible future effects
on  the   recoverability  and  classification  of  assets  or  the  amounts  and
classification  of  liabilities  that  may  result  from  the  outcome  of  this
uncertainty.

NOTE 6.  RELATED PARITES

The  Company's  president  is also  the  president  of a  public  company  who's
subsidiary is owed $355,394 by the Company.

NOTE 7.  LITIGATION

The Company  could  possibly be exposed to  litigation  in  connection  with the
issuance of stock  subscriptions  by  previous  management.  Current  management
believes litigation unlikely.

NOTE 8.  SUBSEQUENT EVENTS

The Company elected to discontinue the  manufacturing  portion of its artificial
turf business.  The competitive  nature and capital equipment costs necessary to
be a competitive  manufacture  did not fit with the future of the Company and it
ability to survive. The Company must now rely on other manufactures to supply it
with products to sell to its customers.

Subsequent  to September 30, 2005,  the Company  entered into a letter of intent
with Copacabanna (T) Limited,  a Tanzania  corporation,  to acquire certain gold
properties in Tanzania. The property specific to the letter of intent is located
in  Mpwapwa,  Kiteto  and Kongwa  Districts.  Initial  surveys  of the  property
indicate the level of metal in the property is feasible for economic development
of the  property.  Future  sampling  surveys  will  be  necessary  prior  to the
development  to this  property.  The  Company  is  working  with  companies  and
individuals that have had extensive background in the gold mining business.

NOTE 9. CORRECTION TO PRIOR YEARS CASH FLOW

Cash flows used in  operations  reported as $15,602 at September 30, 2004 should
have been $45,760 an increase of $30,158.  The rest of the  statement is correct
including the final result,  a decrease in cash of $15,079.  This  correction is
the result of typographical errors.

                                       9
<PAGE>
ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.

     The following discussion and analysis of financial condition and results of
operations is based upon, and should be read in conjunction  with, its unaudited
financial  statements and related notes included  elsewhere in this Form 10-QSB,
which have been  prepared in accordance  with  accounting  principles  generally
accepted in the United States.

Overview.

     The Company sells a distinctive  and highly  recognized  line of artificial
turf products.  Such products  include  natural  landscape,  safe play area, and
putting  green  materials,  driving mats and accessory  products.  The Company's
primary market area is the U.S. and, in  particular,  those western states where
shrinking  water supplies are creating an increasing  demand for artificial turf
products in  residential,  daycare and commercial  landscape  applications.  The
Company's  products  are  distributed   primarily  to  wholesale  customers  and
landscape installation  contractors.  Perfect Turf, Inc., of which the president
of the Company is also the  president  of its parent  company,  is acting as the
Company's agent on golf and related products in some areas.

     The Company has and is  implementing  a plan to acquire  and  warehouse  an
inventory  of  turf  products  at  strategic  locations  throughout  its  market
territories,  but it will  need to raise  significant  additional  financing  or
secure a  working  capital  line of credit  in order to  successfully  fund such
expanded  operations.  If the  Company is not able to  complete a  financing  or
secure a working  capital  line of credit  in a timely  manner,  it will need to
implement  fundamental  changes to its business and operations which will likely
include  substantially  reducing,  suspending,  or  terminating  such a capacity
expansion and substantially reducing its operating expenditures.

Results of Operations.

(a)  Revenues.

     The Company had $4,840 in revenues for nine months ended September 30, 2005
compared to $104,983 for the nine months ended September 30, 2004, a decrease of
$100,143 or approximately  95%. The Company had no revenues for the three months
ended  September  30,  2005  compared  to  $34,681  for the three  months  ended
September  30,  2004.  The  decrease  in sales for the  three-month  period  and
nine-month  period is  attributable to a wind down of the turf production at the
Company's plant.

                                       10
<PAGE>
(b)  Selling, General, and Administrative Expenses.

     Selling,  general and administrative  expenses of $234,365 were incurred in
the nine  months  ended  September  30, 2005  compared to $416,034  for the nine
months ended September 30, 2004, a decrease of $181,6693 or  approximately  43%.
These  expenses  were  $62,747 for the three  months  ended  September  30, 2005
compared to $103,871 for the three months ended  September  30, 2004, a decrease
of $41,024 or approximately  36%. The decrease for the nine-month period was due
to the wind down of the manufacturing  facilities in Georgia and the decrease in
compensation for professional services.

(c)  Depreciation and Amortization.

     Depreciation  was $7,221  for the nine  months  ended  September  30,  2005
compared to $20,597 in the nine months ended  September  30, 2004, a decrease of
$13,376 or approximately 65%. Depreciation and amortization totaled zero for the
three months ended  September  30, 2005  compared to $7,221 for the three months
ended September 30, 2004.  Amortization for both the three and nine months ended
September  30,  2005  was zero and  also  zero  for the  same  periods  in 2004.
Depreciation  for the nine months period is  attributable  to the  manufacturing
facilities owned during 2005 but absent during the same periods in 2004.

(d)  Interest Expense.

     Interest  expense (net of interest  income) was $12,447 for the nine months
ended September 30, 2005 compared to $17,252 for the nine months ended September
30, 2004, a decrease of $4,805 or approximately 28%. Interest expense was $1,131
for the three months ended  September  30, 2005 compared to $4,591 for the three
months ended September 30, 2004, a decrease of $3,460 or approximately  75%. The
interest  expense in the nine-month and three-month  periods ended September 30,
2005 is the result of borrowings for the Company's manufacturing operations plus
interest  payments on the  manufacturing  building that was owned during most of
2005 but not in 2004.

(e)  Income Tax Benefit.

     At  September  30,  2005,  the Company had  available  net  operating  loss
carryforwards of  approximately  $2,300,000 that may provide future tax benefits
expiring  beginning in September of 2019;  this compares with net operating loss
carryforwards of approximately $1,930,000 at September 30, 2004. The increase in
net operating loss  carryforward  is the result of the company's  operating loss
experienced  during  that year.  The Company has fully  reserved  the  resulting
deferred tax asset  because the  likelihood  of  realization  of these  benefits
cannot presently be determined.

(f)  Net Loss.

     The Company had a net loss of $364,117 for the nine months ended  September
30, 2005  compared to $404,967 for the nine months ended  September  30, 2004, a
decrease of $40,850 or approximately 10%. The Company had a net loss of $135,430
for the three months ended September 30, 2005 compared to a net loss of $111,081
for the three  months  ended  September  30,  2004,  an  increase  of $24,412 or
approximately  22%. The  increased  loss during the  three-month  period was due
primarily  to  disposition  of the  plant  and its  operations  during  2005 and
lowering of  consulting  and  professional  fees.  The lower net loss during the
nine-month period was directly due to lower selling,  general and administrative
costs during the nine months ended  September 30, 2005.

                                       11
<PAGE>
Factors That May Affect Operating Results.

     The operating results of the Company can vary significantly  depending upon
a number of factors, many of which are outside its control. General factors that
may affect the Company's operating results include:

o    market acceptance of and changes in demand for products and services;

o    a small number of customers  account for, and may in future periods account
     for,  substantial  portions of the  Company's  revenue,  and revenue  could
     decline  because  of delays of  customer  orders or the  failure  to retain
     customers;

o    gain or loss of clients or strategic relationships;

o    announcement or introduction of new services and products by the Company or
     by its competitors;

o    price competition;

o    the  ability  to  upgrade  and  develop  systems  and   infrastructure   to
     accommodate growth;

o    the ability to introduce  and market  products  and services in  accordance
     with market demand;

o    changes in governmental regulation; and

o    reduction in or delay of capital  spending by clients due to the effects of
     terrorism, war and political instability.

     The Company believes that its planned growth and profitability  will depend
in large part on the ability to promote its  services,  gain  clients and expand
its  relationship  with current  clients.  Accordingly,  the Company  intends to
invest in marketing,  strategic  partnerships,  and  development of its customer
base.  If the Company is not  successful in promoting its services and expanding
its customer  base,  this may have a material  adverse  effect on its  financial
condition and its ability to continue to operate its artificial turf business.

                                       12
<PAGE>
     The Company is also  subject to the  following  specific  factors  that may
affect its operating results:

(a)  Competition.

     The market for  artificial  turf is  competitive  and the  Company  expects
competition  to continue to increase.  In addition,  the companies with whom the
Company has relationships could develop products or services, which compete with
the Company's  products or services.  Also,  some  competitors  in the Company's
market  have  longer  operating  histories,   significantly  greater  financial,
technical, marketing and other resources, and greater brand recognition than the
Company does. The Company also expects to face  additional  competition as other
established and emerging  companies enter the market for artificial  turf. To be
competitive,  the Company  believes  that it must,  among other  things,  invest
resources  in  supplying  new  products,  improving  its  current  products  and
maintaining customer  satisfaction.  Such investment will increase the Company's
expenses and affect its  profitability.  In  addition,  if it fails to make this
investment,  the  Company  may not be  able to  compete  successfully  with  its
competitors,  which  could have a material  adverse  effect on its  revenue  and
future profitability

(b)  Acceptance of Synthetic Turf Surfaces.

     The Company's  success in  establishing an artificial turf business will be
dependent  on  business  and  consumer  acceptance  of such  products  and their
suitability  for  landscaping  applications.  If the markets  for the  Company's
products do not develop or develop  more  slowly than the Company  expects,  its
business may be harmed.  If  acceptance of artificial  turf  surfacing  does not
grow, the Company may not be able to increase revenues. Artificial surface usage
by  businesses  and  consumers is in an early stage of  development,  and market
acceptance of such  products is  uncertain.  A number of factors may inhibit the
growth  of usage of  Company's  artificial  turf  products,  including  regional
weather patterns,  product quality and aesthetic concerns,  inconsistent quality
of service, and limited availability of cost-effective  manufacturing processes.
If these or any other factors cause acceptance of Company's  products to slow or
decline, its results of operations could be adversely affected.

(c)  Technological and Market Changes.

     The markets in which the Company competes are  characterized by new product
introductions,  evolving  industry  standards,  and changing needs of customers.
There can be no assurance that the Company's  existing products will continue to
be properly positioned in the market or that it will be able to introduce new or
enhanced products into the market on a timely basis, or at all.  Currently,  the
Company is focusing on introducing new products.  There can be no assurance that
enhancements  to  existing  products  or  new  products  will  receive  customer
acceptance.

     There  is a risk  to the  Company  that  there  may be  delays  in  initial
shipments of new products.  Further risks inherent in new product  introductions
include  the   uncertainty   of   price-performance   relative  to  products  of
competitors,  competitors' responses to its new product  introductions,  and the
desire by customers to evaluate new products for longer periods of time.

                                       13
<PAGE>
(d)  Dependence on Suppliers.

     The Company  depends upon a number of suppliers for its products.  There is
an inherent risk that certain of the Company's  products will be unavailable for
prompt  delivery or, in some cases,  discontinued.  The Company only has limited
control over any third-party manufacturer as to quality controls,  timeliness of
production,  deliveries and various other factors.  Should the  availability  of
certain  components  be  compromised,  it could  force the  Company  to  develop
alternative designs using other components, which could add to the cost of goods
sold and  compromise  delivery  commitments.  If the Company is unable to obtain
product in a timely  manner,  at an acceptable  cost, or at all, the Company may
need to select new suppliers. In such an instance, the Company would not be able
to distribute  product for a period of time,  which could  materially  adversely
affect its business, results from operations, and financial condition.

(e)  Protection of Proprietary Rights.

     The  Company's  success and ability to compete will be dependent in part on
the protection of its current and potential  patents,  trademarks,  trade names,
service marks and other proprietary rights. The Company intends to rely on trade
secret and copyright laws to protect the intellectual  property that it plans to
develop,  but there can be no assurance  that such laws will provide  sufficient
protection  to the  Company,  that  others will not  develop  products  that are
similar or superior to the  Company's,  or that third  parties  will not copy or
otherwise  obtain  and  use  the  Company's   proprietary   information  without
authorization.  In addition,  certain of the Company's  know-how and proprietary
technology may not be patentable.

     The Company may rely on certain  intellectual  property licensed from third
parties,  and may be required to license additional  products or services in the
future,  for use in the general  operations  of its business  plan.  The Company
currently has no licenses for the use of any specific products.  There can be no
assurance  that these third party licenses will be available or will continue to
be available  to the Company on  acceptable  terms or at all.  The  inability to
enter into and  maintain  any of these  licenses  could have a material  adverse
effect on the Company's business, financial condition or operating results.

     There is a risk  that  some of the  Company's  products  may  infringe  the
proprietary rights of third parties.  In addition,  whether or not the Company's
products  infringe  on  proprietary  rights of third  parties,  infringement  or
invalidity  claims may be asserted or  prosecuted  against it and it could incur
significant  expense in  defending  them.  If any claims or actions are asserted
against the Company,  it may be required to modify its products or seek licenses
for these  intellectual  property rights.  The Company may not be able to modify
its products or obtain  licenses on commercially  reasonable  terms, in a timely
manner or at all. The Company's failure to do so could have a negative affect on
its business and revenues.

(f)  Key Personnel.

     The  Company's  success is largely  dependent on the  personal  efforts and
abilities of its senior management. The loss of certain members of the Company's
senior  management,  including  the company's  chief  executive  officer,  chief
financial  officer and chief technical  officer,  could have a material  adverse
effect on the company's business and prospects.

                                       14
<PAGE>

     The  Company  intends  to  recruit in fiscal  year 2005  employees  who are
skilled in its industry. The failure to recruit these key personnel could have a
material adverse effect on the Company's business.  As a result, the Company may
experience  increased  compensation  costs that may not be offset through either
improved  productivity  or higher  revenue.  There can be no assurances that the
Company will be successful in retaining  existing personnel or in attracting and
recruiting experienced qualified personnel.

(g)  Limitations on Liability and Indemnification.

     Under the  provisions of the Delaware law, the Company can provide for such
indemnification directors and officers, as well as for a limitation of liability
of directors  and officers for monetary  damages  arising from a breach of their
fiduciary duties. Any limitation on the liability of any director or officer, or
indemnification  of  any  director,   officer,  or  employee,  could  result  in
substantial  expenditures being made by the Company in covering any liability of
such persons or in indemnifying them.

Operating Activities.

     The net cash used in  operating  activities  was $2,195 for the nine months
ended September 30, 2005 compared to $15,602  required for the nine months ended
September 30, 2004, an decrease of $13,407 or approximately 86%

Liquidity and Capital Resources.

     As of September 30, 2005,  the Company had total current assets of zero and
total  current  liabilities  of  $737,727,  resulting  in a net working  capital
deficit of $737,727;  as of that date, the Company had no cash.  During the nine
months ended  September  30, 2005 and 2004,  the Company  incurred net losses of
$364,117 and $404,967,  respectively, and the Company had an accumulated deficit
of $4,173,087 as of September 30, 2005. These factors raise substantial doubt as
to the Company's ability to continue as a going concern.  In fact, the Company's
independent  accountants'  audit report included in the Form 10-KSB for the year
ended  December 31, 2004 includes a substantial  doubt  paragraph  regarding the
Company's ability to continue as a going concern.

     The accompanying  financial statements have been prepared assuming that the
Company continues as a going concern that contemplates the realization of assets
and the  satisfaction  of liabilities in the normal course of business  assuming
the  Company  will  continue  as a going  concern.  However,  the ability of the
Company to continue as a going concern on a longer-term  basis will be dependent
upon its ability to generate  sufficient  cash flow from  operations to meet its
obligations  on a timely  basis,  to retain  its  current  financing,  to obtain
additional financing, and ultimately attain profitability.

                                       15
<PAGE>
     The Company's  current cash flow from  operations will not be sufficient to
maintain our capital requirements for the next twelve months.  Accordingly,  the
Company  will need to continue  raising  capital  through  either debt or equity
instruments. The Company believes it will need to raise at least $500,000 within
the next twelve months so it may continue executing our business plans.  Whereas
the Company has been successful in the past in raising capital, no assurance can
be given that these  sources of  financing  will  continue to be available to us
and/or that demand for our  equity/debt  instruments  will be sufficient to meet
its capital needs, or that financing will be available on terms favorable to the
Company. The financial statements do not include any adjustments relating to the
recoverability  and classification of liabilities that might be necessary should
the Company be unable to continue as a going concern.

     If funding is insufficient  at any time in the future,  the Company may not
be able to take  advantage of business  opportunities  or respond to competitive
pressures,  or may be  required  to  reduce  the  scope of our  planned  product
development and marketing efforts,  any of which could have a negative impact on
its business and operating results. In addition, insufficient funding may have a
material  adverse  effect on our  financial  condition,  which could require the
Company to:

o    curtail operations significantly;

o    sell significant assets;

o    seek arrangements with strategic partners or other parties that may require
     the company to relinquish  significant rights to products,  technologies or
     markets; or

o    explore  other  strategic  alternatives  including  a merger or sale of the
     Company.

     To the extent that the Company raises  additional  capital through the sale
of equity or convertible  debt  securities,  the issuance of such securities may
result in dilution  to existing  stockholders.  If  additional  funds are raised
through the  issuance of debt  securities,  these  securities  may have  rights,
preferences  and  privileges  senior to holders of common stock and the terms of
such debt could impose restrictions on our operations. Regardless of whether our
cash assets prove to be inadequate to meet our operational needs, we may seek to
compensate providers of services by issuance of stock in lieu of cash, which may
also result in dilution to existing shareholders.

Off Balance Sheet Arrangements.

     The Company does not engage in any off balance sheet  arrangements that are
reasonably likely to have a current or future effect on our financial condition,
revenues, results of operations, liquidity or capital expenditures. Inflation.

     The  impact  of  inflation  on our costs  and the  ability  to pass on cost
increases to its customers over time is dependent upon market conditions. We are
not aware of any inflationary  pressures that have had any significant impact on
our operations  over the past quarter,  and the company does not anticipate that
inflationary factors will have a significant impact on future operations.

                                       16
<PAGE>
Critical Accounting Policies.

     The  Securities  and  Exchange  Commission  ("SEC")  has  issued  Financial
Reporting Release No. 60, "Cautionary Advice Regarding Disclosure About Critical
Accounting  Policies"  ("FRR  60"),   suggesting  companies  provide  additional
disclosure and commentary on their most critical accounting policies. In FRR 60,
the SEC has defined the most critical  accounting  policies as the ones that are
most important to the portrayal of a company's financial condition and operating
results,  and  require  management  to make its most  difficult  and  subjective
judgments,  often as a result of the need to make  estimates of matters that are
inherently  uncertain.  Based on this  definition,  the Company's  most critical
accounting  policies  include:  (a)  use  of  estimates  in the  preparation  of
financial statements;  (b) non-cash compensation  arrangements;  and (c) revenue
recognition.  The methods,  estimates and judgments the Company uses in applying
these most critical accounting policies have a significant impact on the results
the Company reports in its financial statements.

(a)  Use of Estimates in the Preparation of Financial Statements.

     The preparation of these financial  statements requires the Company to make
estimates and judgments that affect the reported amounts of assets, liabilities,
revenues  and  expenses,   and  related  disclosure  of  contingent  assets  and
liabilities.  On an on-going  basis,  the  Company  evaluates  these  estimates,
including those related to revenue recognition and concentration of credit risk.
The Company bases its estimates on  historical  experience  and on various other
assumptions  that are believed to be  reasonable  under the  circumstances,  the
results of which form the basis for making  judgments  about the carrying values
of assets and  liabilities  that are not readily  apparent  from other  sources.
Actual results may differ from these estimates  under  different  assumptions or
conditions.

(b)  Stock-Based Compensation Arrangements.

     The Company intends to issue shares of common stock to various  individuals
and entities for management,  legal,  consulting and marketing  services.  These
issuances  will be valued at the fair market value of the services  provided and
the number of shares issued is  determined,  based upon the open market  closing
price  of  common  stock as of the date of each  respective  transaction.  These
transactions  will  be  reflected  as  a  component  of  selling,   general  and
administrative expenses in the Company's statement of operations.


(c)  Revenue Recognition.

     Sales are recognized when the product is shipped to the customer.

Forward Looking Statements.

     Information  in this Form  10-QSB  contains  "forward  looking  statements"
within the meaning of Rule 175 of the  Securities  Act of 1933, as amended,  and
Rule 3b-6 of the  Securities  Act of 1934,  as  amended.  When used in this Form
10-QSB,  the words  "expects,"  "anticipates,"  "believes,"  "plans," "will" and
similar expressions are intended to identify forward-looking  statements.  These
are statements  that relate to future  periods and include,  but are not limited
to, statements regarding our adequacy of cash, expectations regarding net losses
and cash flow, our need for future financing,  our dependence on personnel,  and
our operating expenses.  Forward-looking statements are subject to certain risks
and  uncertainties  that could cause actual  results to differ  materially  from
those projected.  These risks and uncertainties include, but are not limited to,
those  discussed  above as well as risks set forth above under "Factors That May
Affect Our Results." These forward-looking  statements speak only as of the date
hereof. The Company expressly disclaims any obligation or undertaking to release
publicly any updates or revisions to any  forward-looking  statements  contained
herein to reflect  any change in its  expectations  with  regard  thereto or any
change in events,  conditions or  circumstances  on which any such  statement is
based.


                                       17
<PAGE>
ITEM 3.  CONTROLS AND PROCEDURES.

Evaluation of Disclosure Controls and Procedures.

     The Company  maintains  disclosure  controls and  procedures (as defined in
Rule 13a-15(e) and Rule  15d-15(e)  under the Exchange Act) that are designed to
ensure that  information  required to be disclosed in its periodic reports filed
under the Exchange Act is recorded,  processed,  summarized and reported  within
the time  periods  specified  in the  SEC's  rules  and  forms,  and  that  such
information is accumulated and  communicated  to our  management,  including our
principal  executive/financial  officer,  to allow  timely  decisions  regarding
required disclosure.

     As of the  end  of  the  period  covered  by  this  report,  the  Company's
management  carried  out an  evaluation,  under  the  supervision  and  with the
participation of our principal  executive/financial  officer,  of our disclosure
controls and  procedures (as defined in Rule 13a-15(e) and Rule 15d-15(e) of the
Exchange  Act).  Based upon the  evaluation,  our principal  executive/financial
officer  concluded that the Company's  disclosure  controls and procedures  were
effective at a reasonable assurance level to ensure that information required to
be disclosed by us in the reports  that the Company  files or submits  under the
Exchange Act is recorded,  processed,  summarized and reported,  within the time
periods  specified  in the SEC's rules and forms.  In  addition,  our  principal
executive/financial officer concluded that the Company's disclosure controls and
procedures  were  effective  at a  reasonable  assurance  level to  ensure  that
information  required to be disclosed  in the reports that the Company  files or
submits under the Exchange Act is accumulated and  communicated to the Company's
management,   including  our  principal  executive  officer/principal  financial
officer, to allow timely decisions regarding required disclosure.

     Because of the inherent  limitations in all control systems,  no evaluation
of controls can provide absolute assurance that all control issues and instances
of fraud,  if any, will be or have been  detected.  These  inherent  limitations
include the realities that judgments in decision-making  can be faulty, and that
breakdowns can occur because of simple error or mistake. Additionally,  controls
can be circumvented by the individual acts of some persons,  by collusion of two
or more people,  and/or by management override of the control. The design of any
system of  controls  also is based in part upon  certain  assumptions  about the
likelihood of future events,  and there can be no assurance that any design will
succeed in achieving  its stated goals under all  potential  future  conditions;
over time,  controls  may become  inadequate  because of changes in  conditions,
and/or  the  degree  of  compliance   with  the  policies  and   procedures  may
deteriorate.  Because of the inherent  limitations in a cost-effective  internal
control  system,  misstatements  due to  error  or fraud  may  occur  and not be
detected.

                                       18
<PAGE>
Changes in Disclosure Controls and Procedures.

     There were no changes in the Company's  disclosure controls and procedures,
or in factors that could  significantly  affect those  controls and  procedures,
since their most recent evaluation.

PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.

          None.

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

          None.  In  addition,  there were  no purchases of common  stock of the
Company by the Company or its affiliates during the three months ended September
30, 2005.

ITEM 3.   DEFAULTS UPON SENIOR SECURITIES.

          Not Applicable.

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

          None

ITEM 5.   OTHER INFORMATION.

Subsequent Events.

     The  Company  elected  to  discontinue  the  manufacturing  portion  of its
artificial  turf business.  The competitive  nature and capital  equipment costs
necessary  to be a  competitive  manufacture  did not fit with the future of the
Company  and it  ability  to  survive.  The  Company  must  now  rely  on  other
manufactures to supply it with products to sell to its customers.

                                       19
<PAGE>

     Subsequent  to  September  30, 2005,  the Company  entered into a letter of
intent with Copacabanna (T) Limited, a Tanzania corporation,  to acquire certain
gold  properties in Tanzania.  The property  specific to the letter of intent is
located in Mpwapwa, Kiteto and Kongwa Districts. Initial surveys of the property
indicate the level of metal in the property is feasible for economic development
of the  property.  Future  sampling  surveys  will  be  necessary  prior  to the
development  to this  property.  The  Company  is  working  with  companies  and
individuals that have had extensive background in the gold mining business.

ITEM 6.   EXHIBITS.

     Exhibits  included or incorporated by reference herein are set forth in the
attached Exhibit Index.
<PAGE>

                                    SIGNATURE

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

                                         Avery Sports Turf, Inc.


Dated: December 2, 2005                  By: /s/ Gary Borglund
                                         ---------------------
                                         Gary Borglund, President
                                         (principal executive/financial officer)

                                       20
<PAGE>

                                  EXHIBIT INDEX

Number                             Description
------                             -----------

2.1                Letter of Intent  for Acquisition of Avery Sports Turf by the
                   Company,  dated  November 16, 1999 (incorporated by reference
                   to Exhibit  10.1  of the Form  10-SB  filed on  February  10,
                   2000).

2.2                Agreement  of  Purchase  and Sale  between the  Company,  and
                   George  Avery,   Jural Avery and Avery Sports Turf (a Georgia
                   corporation),    dated  December  19,  2003   (including  the
                   following  exhibits:   Exhibit  1:  Description  of the Land;
                   Exhibit  2:   Description   of  the  Equipment;   Exhibit  3:
                   Description  of  the   Intellectual   Property;   Exhibit  4:
                   Description of Assumed   Liabilities;  Exhibit 5: Description
                   of  Assumed  Customer    Contracts   (actual   contracts  not
                   included);  Exhibit 6:  Assignment of Intellectual  Property;
                   Exhibit 7:  Description  of the Excluded  Assets;  Exhibit 8:
                   Description of the Excluded  Liabilities; and Exhibit 9: Form
                   of the Note)  (incorporated  by  reference to Exhibit 10.2 of
                   the Form 10-KSB filed on April 16, 2004).

3.1                Certificate   of   Incorporation,    dated   March  10,  1994
                   (incorporated  by reference to  Exhibit 3.1 of the Form 10-SB
                   filed on February 10, 2000).

3.2                Certificate of Amendment of   Certificate  of  Incorporation,
                   dated August 15, 1995   (incorporated by reference to Exhibit
                   3.1 of the Form 10-SB  filed on February 10, 2000).

3.3                Certificate of Renewal  and Revival of Charter,  dated August
                   4, 1998  (incorporated   by  reference  to Exhibit 3.1 of the
                   Form 10-SB filed on February 10, 2000).

3.4                Certificate  of Amendment  to the Articles of  Incorporation,
                   dated July 22, 2002   (incorporated  by  reference to Exhibit
                   3.4 of the Form 10-QSB/A filed on August 5, 2003).

3.5                Bylaws (incorporated  by reference to Exhibit 3.3 of the Form
                   10-SB filed on February 10, 2000).

4.1                Non-Employee  Directors  and Consultants Retainer Stock Plan,
                   dated August 5, 2003   (incorporated  by reference to Exhibit
                   4.1 of the Form S-8 filed on August 20, 2003).

4.2                Stock Incentive Plan,  dated August 5, 2003  (incorporated by
                   reference to Exhibit  4.2 of the Form S-8 filed on August 20,
                   2003).

4.3                Amended and Restated  Non-Employee  Directors and Consultants
                   Retainer Stock Plan,  dated January 20, 2004 (incorporated by
                   reference to Exhibit 4 of  the Form S-8 POS filed on February
                   9, 2004).

4.4                Amended and Restated Non-Employee  Directors  and Consultants
                   Retainer  Stock Plan  (Amendment  No. 2),  dated July 1, 2004
                   (incorporated  by reference to Exhibit 4 of  the Form S-8 POS
                   filed on July 27, 2004).

                                      21
<PAGE>
10.1               Standard Manufacturing  Agreement between  the Company, Avery
                   Sports  Turf,  Inc.,  and George  Avery,  dated  May 14, 2003
                   (including  Addendum)  (incorporated by reference  to Exhibit
                   10 of the Form 8-K/A filed on May 29, 2003).

10.2               Agreement  of  Purchase  and Sale  between the  Company,  and
                   George  Avery,   Jural Avery and Avery Sports Turf (a Georgia
                   corporation),    dated  December  19,  2003   (including  the
                   following   exhibits:  Exhibit  1:  Description  of the Land;
                   Exhibit  2:   Description   of  the  Equipment;   Exhibit  3:
                   Description   of  the  Intellectual   Property;   Exhibit  4:
                   Description  of Assumed  Liabilities;  Exhibit 5: Description
                   of  Assumed   Customer   Contracts   (actual   contracts  not
                   included);   Exhibit 6: Assignment of Intellectual  Property;
                   Exhibit 7:   Description of the Excluded  Assets;  Exhibit 8:
                   Description  of the Excluded Liabilities; and Exhibit 9: Form
                   of the Note)  (incorporated   by reference to Exhibit 10.2 of
                   the Form 10-KSB filed on April 16, 2004).

10.3               Consulting  Agreement   between  the  Company  and  George S.
                   Avery, dated December 19,  2003 (incorporated by reference to
                   Exhibit 10.4 of the Form 10-KSB filed on April 16, 2004).

10.4               Patent Application, dated  December 10, 2003 (incorporated by
                   reference  to Exhibit 10.4  of the Form 10-KSB filed on April
                   18, 2005).

10.5               Assignment of U.S. Origin  Patent Application,  dated January
                   19,  2003   (originally   reported   as  December  19,  2003)
                   (incorporated  by  reference  to  Exhibit  10.3 of the  Form
                   10-KSB filed on April 16, 2004).

10.6               Assignment of U.S. Origin Patent  Application,  dated May 10,
                   2004  (incorporated by reference  to Exhibit 10.6 of the Form
                   10-KSB filed on April 18, 2005).

10.7               Patent  Application,  dated May 14,   2004  (incorporated  by
                   reference  to Exhibit 10.7 of the  Form 10-KSB filed on April
                   18, 2005).

16                 Letter on Change in Certifying   Accountant  (incorporated by
                   reference  to Exhibit  16 of  the Form 8-K/A  filed on August
                   29, 2002).

17.1               Letter  on   Director  Resignation  issued by  William  Brent
                   Paschal,  dated  January 30, 2003  (incorporated by reference
                   to Exhibit 17.1 of the Form 8-K filed on February 19, 2003).

17.2               Letter on  Director Resignation issued by George Avery, dated
                   January 30,  2003  (incorporated by reference to Exhibit 17.2
                   of the Form 8-K filed on February 19, 2003).

23                 Consent of Independent   Registered  Public  Accounting  Firm
                   (incorporated  by reference  to Exhibit 23 of the Form 10-KSB
                   filed on April 18, 2005).

31                 Rule  13a-14(a)/15d-14(a)   Certification  of  Gary  Borglund
                   (filed herewith).

32                 Section 1350 Certification of Gary Borglund (filed herewith).


                                       22