SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-KSB

                ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF

                       THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2005

                         Commission File Number 0-17750

                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
             (Exact Name of Registrant as Specified in its Charter)


         DELAWARE                                             13-3186327
(State or Other Jurisdiction                               (I.R.S. Employer
     of Incorporation)                                  Identification Number)

                            140 BROADWAY, 46TH FLOOR
                            NEW YORK, NEW YORK 10005


               (Address, including zip code, and telephone number,
       including area code, of registrant's principal executive offices)

           SECURITIES REGISTERED PURSUANT TO SECTION 12(B) OF THE ACT:
                                      None

           SECURITIES REGISTERED PURSUANT TO SECTION 12(G) OF THE ACT:
                          Common Stock $.001 par value

Check whether the issuer (1) has filed all reports required to be filed by
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days.

Yes [X] No [ ]

Check if there is no disclosure of delinquent filers pursuant to Item 405 of
Regulation S-B is contained herein, and will not 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.

Issuer's revenues for its most recent fiscal year: $542,930

The aggregate market value of voting stock held by non-affiliates of the
registrant as of December 28, 2005 was $2,350,185 (based on the last reported
sale price of $.21 per share on December 27, 2005).

The number of shares of the registrant's common stock outstanding as of December
27, 2005 was 15,011,359

Transitional Small Business Disclosure Format:  Yes [  ] No [X]

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

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                 RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION
                                   FORM 10-KSB
                  FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2005


                                TABLE OF CONTENTS



PART I

ITEM 1.    DESCRIPTION OF BUSINESS

           RISK FACTORS

ITEM 2.    DESCRIPTION OF PROPERTY

ITEM 3.    LEGAL PROCEEDINGS

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

PART II

ITEM 5.    MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

ITEM 6.    MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION


ITEM 7.    FINANCIAL STATEMENTS

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

ITEM 8A.   CONTROLS AND PROCEDURES

ITEM 8B.   OTHER INFORMATION

PART III

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

ITEM 10.   EXECUTIVE COMPENSATION

ITEM 11.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
           RELATED STOCKHOLDER MATTERS

ITEM 12.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

ITEM 13.   PRINCIPAL ACCOUNTANT FEES & SERVICES

ITEM 14.   EXHIBITS


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THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND
UNCERTAINTIES. SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS, ASSUMPTIONS,
ESTIMATES AND PROJECTIONS ABOUT THE COMPANY AND ITS INDUSTRY. THESE
FORWARD-LOOKING STATEMENTS INVOLVE RISKS AND UNCERTAINTIES. FORWARD-LOOKING
STATEMENTS ARE SUBJECT TO KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER
FACTORS THAT MAY CAUSE ACTUAL RESULTS, LEVELS OF ACTIVITY, PERFORMANCE,
ACHIEVEMENTS AND PROSPECTS TO BE MATERIALLY DIFFERENT FROM THOSE EXPRESSED OR
IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES NO OBLIGATION
TO UPDATE PUBLICALLY ANY FORWARD-LOOKING STATEMENTS FOR ANY REASON EVEN IF NEW
INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCUR IN THE FUTURE.


ITEM 1. DESCRIPTION OF BUSINESS.

Overview

Receivable Acquisition & Management Corporation (the "Company") is in the
business of acquiring and collecting portfolios of performing, sub-performing
and non-performing consumer receivables. These portfolios generally consist of
one or more of the following types of consumer receivables:

o     charged-off receivables -- accounts that have been written-off by the
      originators and may have been previously serviced by collection agencies;

o     freshly charged-off accounts that have not been assigned for collection.

o     sub-performing receivables -- accounts where the debtor is currently
      making partial or irregular monthly payments, but the accounts may have
      been written-off by the originators; and

o     performing receivables - accounts where the debtor is making regular
      payments or pays upon normal and customary procedures.

We generally acquire non-performing and sub-performing consumer and commercial
receivable portfolios at a significant discount to the amount actually owed by
the debtors or insurers. We acquire these portfolios after a qualitative and
quantitative analysis of the underlying receivables and establish a purchase
price based on expected recovery and our internal rate of return hurdle. After
purchasing a portfolio, we outsource collections to carefully selected
collection agencies and we actively monitor its performance and review and
adjust our collection and servicing strategies accordingly.

We purchase receivables from creditors and others through privately negotiated
direct sales and auctions in which sellers of receivables seek bids from several
pre-qualified debt purchasers. These receivables consist primarily of credit
cards, auto deficiencies, student loans, retail installment contracts, medical
and other types of receivables. We pursue new acquisitions of consumer
receivable portfolios on an ongoing basis through:

o     our direct relationships with credit originators; and

o     brokers who specialize in the sale of consumer receivable portfolios.

Our objective is to maximize our return on investment on acquired consumer
receivable portfolios. As a result, before acquiring a portfolio, we analyze the
portfolio to determine how to best maximize collections in a cost efficient
manner and carefully analysis of collection agencies selected to service a
portfolio. We believe in outsourcing 99% of its recovery efforts. We believe
that we can never be experts in collecting all the various types of debt. We
retain a handful of accounts internally for benchmarking purposes. Our
philosophy is to keep overhead low and concentrate on our strengths of analysis
and purchasing the portfolios at the right price.

The recovery process is largely done by collection agencies and law firms.
Recovery process is generally handed over to lawyers when it is determined the
debtor has the ability to satisfy his/her obligation but normal collection
activities have not resulted in resolution.

In many ways investments are tailored to coincide with our recovery partner's
strengths. In the United States, we believe there are approximately 4,800
collection agencies and law firms. Most are generalists and some are specialist
in the various segments of the market. In many cases we have a choice dependent
upon the circumstances of the investment. We look for certain tangible and
intangible qualities in our recovery partners. Companies that have made
investment in infrastructure that allow them to perform on an efficient and
timely basis are selected. Prior to assigning a portfolio for collection
standard informal audit of the recovery partner is done.

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<PAGE>

In the event of legal action, we seek attorneys/collection law firms that are
located in the state of the debtor. The proximity of the agent to the debtor has
a significant influence on the debtors' actions.

We use an internally developed incentive-based fee structure to negotiate the
contingency fees of the recovery partners. This is a tiered method of paying the
partner an increasing percentage of collections if they meet pre-agreed to
hurdles. These hurdles are recovery of our investment plus returns in defined
time periods. In most cases, an underestimation of the collection process
involves the extension of the collection horizon. For instance, a debtor that is
not in a position to immediately settle their obligation at the moment the
obligation is purchased, is most likely to be in a position of being able to
clear his/her credit in the foreseeable future if they are capable of gainful
employment or expects their financial lot to improve. We will not write off
these types of debtors but may extend our collection horizon to include the
moment in time when collection/settlement is possible. We continuously weigh the
benefits of selling the obligations versus holding it in anticipation of
settlement. If we can realize an acceptable return within the expected horizon
by selling the loan, the company will do so. In most cases an obligation becomes
collectible at a point in time. Periodically, we will evaluate our portfolios to
identify accounts with profiles that are inconsistent with our collection
strategies. Such accounts can be offered for sale to a network of investors,
collection agencies and law

Post acquisition administration of each portfolio and each account is vital to
our business. Real time monitoring of portfolio performance and activity at the
account level allows us to keep our recovery partners on their toes. The Company
uses database software that has all the information of a debtor and fees,
interest and collections are regularly reconciled with reports from the
collection agencies. Each portfolio administrator can manage up to 35,000
accounts on an ongoing basis. The software allows us to export data into Excel
for more portfolio analysis. The Company has adequate personnel in place to
handle an additional 50,000 accounts.

For the years ended September 30, 2005 and September 30, 2004, our revenues were
approximately $542,930 and $548,405 respectively, and our net income (loss) was
approximately ($94,000) and $91,000, respectively. During these same years our
cash collections were approximately $874,765 and $838,889 respectively. During
the same years servicing income were approximately $175,645 and $30,323,
respectively.


Industry Overview

The purchasing, servicing and collection of charged-off, sub-performing and
performing consumer receivables is an industry that is driven by:

      o     levels of consumer debt;

      o     defaults of the underlying receivables; and

      o     utilization of third-party providers to collect such receivables.

According to the U.S. Federal Reserve Board, consumer credit has increased from
$1.2 trillion at December 31, 1997, to $2.152 trillion at August 31 2005.
According to the Nilson Report, a credit card industry newsletter, the consumer
credit market will increase to $2.8 trillion by 2010 and credit card charge-offs
are predicted to reach $72.9 billion by 2005. According to the ABA, direct
auto-loan delinquencies rose to 2.07%, home equity loan delinquencies rose to
2.75% and credit card delinquencies stood at 4.81% in the first of 2005.

We believe that as a result of the difficulty in collecting these past due
receivables and the desire of originating institutions to focus on their core
businesses and to generate revenue from these receivables, originating
institutions are increasingly electing to sell these portfolios.

Strategy

Our strategy is to acquire portfolios and outsource collections. We believe we
differentiate ourselves from the rest of the field based on the following:

      o     knowledge of quantitative and qualitative variables
      o     knowledge of the history of debt under consideration for purchase
      o     understanding of portfolio's characteristics than the
            originator/seller of the debt.
      o     How the debt is originated - telemarketing, direct mail
            solicitation, face to face in the office, home, or casual event. We
            further look at why the individual took on the debt - was it to buy
            something of need or a spontaneous purchase.
      o     Demographic of the debtor- socio economic category.
      o     Outsource to specialist recovery firms and avoiding pressure to keep
            internal collection personnel busy.

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<PAGE>

We have invested significant resources in developing a proprietary analytical
tool that takes into accounts all the value objects. Our proprietary database
analysis application is able to cleanse and format raw data, sort and produce
reports and statistics that analyze the predictability of collection of a pool
under consideration such as geographic dispersion, statute analysis, recovery
history, etc. This is coupled with a bottom up approach resulting in selection
of portfolios with highest probability of collection, and valuation and finally
pricing. Final purchase decisions are based on our multiple regression models
that determine the likelihood of payment by analyzing both the demographic and
account-level data of a given portfolio and comparing it our database of
accounts and feedback from our recovery partners This is coupled with internally
developed statistical models that attempt to score and map out a potential
recovery curve of a given portfolio. By implementing a multi-tier approach, our
analysis will result in the selection of portfolios with highest probability of
collection, and valuation and finally rational pricing. This rigorous
disciplined approach does not permit paying more than established range.

We believe we can grow the business by managing collections efficiently, paying
the right price for portfolios, expanding relationships with credit originators,
country diversification and maintaining a low fixed overhead although we cannot
provide guarantees. We believe that as a result of our management's experience
and expertise, and the fragmented yet growing market in which we operate, we are
well-positioned to successfully implement our strategy.

We are a Delaware corporation whose principal executive offices are located at
140 Broadway, 46th Floor, New York, NY 10005. Unless the context otherwise
requires, the terms "we", "us" or "our" as used herein refer to Receivable
Acquisition & Management Corporation and our subsidiary.

Consumer Receivables Business

Due to capital constraints, the Company has not been able to purchase large
portfolios and the portfolios it has acquired are through the following sources:

      o     our relationships with industry participants, collection agencies,
            and resellers;

      o     brokers who specialize in the sale of consumer receivable
            portfolios; and

      o     other sources.

We utilize our relationships with brokers, recovery partners and sellers of
portfolios to locate portfolios for purchase. Our senior management is
responsible for:

      o     coordinating due diligence, including in some cases on-site visits
            to the seller's office;

      o     stratifying and analyzing the portfolio characteristics;

      o     valuing the portfolio;

      o     preparing bid proposals;

      o     negotiating pricing and terms;

      o     closing the purchase; and

      o     co-the receipt of account documentation for the acquired
            portfolios.

The seller or broker typically supplies us with either a sample listing or the
actual portfolio being sold on compact disk, a diskette or other form of media.
We analyze each consumer receivable portfolio to determine if it meets our
purchasing criteria. We may then prepare a bid or negotiate a purchase price. If
a purchase is completed, senior management monitors the portfolio's performance
and uses this information in determining future buying criteria and pricing.

We purchase receivables at discounts from the balance actually owed by the
consumer. We determine how much to bid on a portfolio and a purchase price by
evaluating many different variables, such as:

      o     The number of collection agencies previously attempting to collect
            the receivables in the portfolio;

      o     the average balance of the receivables;

      o     the age of the receivables;

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<PAGE>

      o     number of days since charge-off;

      o     payments made since charge-off; and

      o     demographics

Once a receivable portfolio has been identified for potential purchase, we
prepare various analyses based on extracting customer level data from external
sources, other than the issuer, to analyze the potential collectibility of the
portfolio. We also analyze the portfolio by comparing it to similar portfolios
previously serviced by our recovery partners or potential recovery partners. In
addition, we perform qualitative analyses of other matters affecting the value
of portfolios, including a review of the delinquency, charge off, placement and
recovery policies of the originator as well as the collection authority granted
by the originator to any third party collection agencies, and, if possible, by
reviewing their recovery efforts on the particular portfolio. After these
evaluations are completed, members of our senior management discuss the
findings, decide whether to make the purchase and finalize the price at which we
are willing to purchase the portfolio.

We purchase most of our consumer receivable portfolios directly from originators
and other sellers including, from time to time, our recovery partners through
privately negotiated direct sales or through a bidding process. In order for us
to consider a potential seller as a source of receivables, a variety of factors
are considered. Sellers must demonstrate that they have:

      o     adequate internal controls to detect fraud;

      o     the ability to provide post sale support; and

      o     the capacity to honor buy-back and return warranty requests.

Generally, our portfolio purchase agreements provide that we can return certain
accounts to the seller. However, we may acquire a portfolio with few, if any,
rights to return accounts to the seller. After acquiring a portfolio, we conduct
a detailed analysis to determine which accounts in the portfolio should be
returned to the seller. Although the terms of each portfolio purchase agreement
differ, examples of accounts that may be returned to the seller include:

      o     debts paid prior to the cutoff date;

      o     debts in which the consumer filed bankruptcy prior to the cutoff
            date;

      o     debtor is incarcerated; and

      o     debts in which the consumer was deceased prior to cutoff date.

Receivable Servicing

Our objective is to maximize our return on investment on acquired consumer
receivable portfolios. As a result, before acquiring a portfolio, we analyze the
portfolio to determine how to best maximize collections in a cost efficient
manner. Once a portfolio has been acquired, we or our recovery partner generally
download all receivable information provided by the seller into our account
management system and reconcile certain information with the information
provided by the seller in the purchase contract. We or our recovery partners
send notification letters to obligors of each acquired account explaining, among
other matters, our new ownership and asking that the obligor contact us. In
addition, we notify the three major credit reporting agencies of our new
ownership of the receivables. We presently outsource all our collections to
collection agencies. After assignment to a collection agency we actively monitor
and review the collection agency's performance on an ongoing basis.

Customer Service

The customer service department is responsible for:

      o     handling incoming calls from debtors and collection agencies that
            are responsible for collecting on our consumer receivable
            portfolios;

      o     coordinating customer inquiries and assisting the collection
            agencies in the collection process.

Portfolio Sales

We sell portfolios if they do not meet our internal rate of return hurdle or if
we can achieve our returns through a sale.


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<PAGE>

Marketing

The Company has established relationships with brokers who market consumer
receivable portfolios from banks, finance companies and other credit providers.
In addition, the Company subscribes to national publications that list consumer
receivable portfolios for sale. The Company also directly contacts banks,
finance companies or other credit providers to solicit consumer receivables for
sale.

Competition

Our business of purchasing distressed consumer receivables is highly competitive
and fragmented, and we expect that competition from new and existing companies
will increase. We compete with:

      o     other purchasers of consumer receivables, including third-party
            collection companies; and

      o     other financial services companies who purchase consumer
            receivables.

Some of our competitors are larger and more established and may have
substantially greater financial, technological, personnel and other resources
than we have, including greater access to capital markets.

Management Information Systems

We have upgraded our information system to make tracking of collection
activities more efficient. In addition, we rely on the information technology of
our third-party recovery partners and periodically review their systems to
ensure that they can adequately service our consumer receivable portfolios.

Employees

As of September 30, 2005, we had 6 full-time employees.

Risk Factors

You should carefully consider these risk factors in evaluating the Company. In
addition to the following risks, there may also be risks that we do not yet know
of or that we currently think are immaterial that may also impair our business
operations. If any of the following risks occur, our business, results of
operation or financial condition could be adversely affected, the trading price
of our common stock could decline and shareholders might lose all or part of
their investment.

We may not be able to purchase consumer receivable portfolios at favorable
prices or on sufficiently favorable terms or at all and our success depends upon
the continued availability of consumer receivable portfolios that meet our
purchasing criteria and our ability to identify and finance the purchases of
such portfolios.

         The availability of consumer receivable portfolios at favorable prices
and on terms acceptable to us depends on a number of factors outside of our
control, including:

      o     the continuation of the current growth trend in consumer debt;

      o     the continued volume of consumer receivable portfolios available for
            sale; and

      o     competitive factors affecting potential purchasers and sellers of
            consumer receivable portfolios.

         We have seen at certain times that the market for acquiring consumer
receivable portfolios is becoming more competitive, thereby possibly diminishing
our ability to acquire such receivables at attractive prices in future periods.
The growth in consumer debt may also be affected by:

      o     a slowdown in the economy;

      o     reductions in consumer spending;

      o     changes in the underwriting criteria by originators; and

      o     changes in laws and regulations governing consumer lending.

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Any slowing of the consumer debt growth trend could result in a decrease in the
availability of consumer receivable portfolios for purchase that could affect
the purchase prices of such portfolios. Any increase in the prices we are
required to pay for such portfolios in turn will reduce the profit, if any, we
generate from such portfolios.

Our quarterly operating results may fluctuate and cause our stock price to
decline.

Because of the nature of our business, our quarterly operating results may
fluctuate, which may adversely affect the market price of our common stock. Our
results may fluctuate as a result of any of the following:

      o     the timing and amount of collections on our consumer receivable
            portfolios;

      o     our inability to identify and acquire additional consumer receivable
            portfolios;

      o     a decline in the estimated value of our consumer receivable
            portfolio recoveries;

      o     increases in operating expenses associated with the growth of our
            operations; and

      o     general and economic market conditions.

      o     Currency fluctuations can have an impact on our recoveries from U.K.
            portfolios.

We may not be able to recover sufficient amounts on our consumer receivable
portfolios to recover the costs associated with the purchase of those portfolios
and to fund our operations.

         In order to operate profitably over the long term, we must continually
purchase and collect on a sufficient volume of receivables to generate revenue
that exceeds our costs.

         Our ability to recover on our portfolios and produce sufficient returns
can be negatively impacted by the quality of the purchased receivables. In the
normal course of our portfolio acquisitions, some receivables may be included in
the portfolios that fail to conform to certain terms of the purchase agreements
and we may seek to return these receivables to the seller for payment or
replacement receivables. However, we cannot guarantee that any of such sellers
will be able to meet their payment obligations to us. Accounts that we are
unable to return to sellers may yield no return. If cash flows from operations
are less than anticipated as a result of our inability to collect sufficient
amounts on our receivables, our ability to satisfy our debt obligations,
purchase new portfolios and our future growth and profitability may be
materially adversely affected.

We are subject to intense competition for the purchase of consumer receivable
portfolios and, as a result of this competition, if we are unable to purchase
receivable portfolios, our profits, if any, will be limited.

         We compete with other purchasers of consumer receivable portfolios,
with third-party collection agencies and with financial services companies that
manage their own consumer receivable portfolios. We compete on the basis of
reputation, industry experience and performance. Some of our competitors have
greater capital, personnel and other resources than we have. The possible entry
of new competitors, including competitors that historically have focused on the
acquisition of different asset types, and the expected increase in competition
from current market participants may reduce our access to consumer receivable
portfolios. Aggressive pricing by our competitors could raise the price of
consumer receivable portfolios above levels that we are willing to pay, which
could reduce the number of consumer receivable portfolios suitable for us to
purchase or if purchased by us, reduce the profits, if any, generated by such
portfolios. If we are unable to purchase receivable portfolios at favorable
prices or at all, our revenues and earnings could be materially reduced.

Failure of our third party recovery partners to adequately perform collection
services could materially reduce our revenues and our profitability, if any.

         We are dependent upon outside collection agencies to service all our
consumer receivable portfolios. Any failure by our third party recovery partners
to adequately perform collection services for us or remit such collections to us
could materially reduce our revenues and our profitability. In addition, our
revenues and profitability could be materially adversely affected if we are not
able to secure replacement recovery partners and redirect payments from the
debtors to our new recovery partner promptly in the event our agreements with
our third-party recovery partners are terminated, our third-party recovery
partners fail to adequately perform their obligations or if our relationships
with such recovery partners adversely change.

Our collections may decrease if bankruptcy filings increase.

         During times of economic recession, the amount of defaulted consumer
receivables generally increases, which contributes to an increase in the amount
of personal bankruptcy filings. Under certain bankruptcy filings, a debtor's
assets are sold to repay credit originators, but since the defaulted consumer
receivables we purchase are generally unsecured we often would not be able to
collect on those receivables. We cannot assure you that our collection
experience would not decline with an increase in bankruptcy filings. If our
actual collection experience with respect to a defaulted consumer receivables
portfolio is significantly lower than we projected when we purchased the
portfolio, our earnings could be negatively affected.

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<PAGE>

We may not be able to continue our operations if we are unable to generate
funding from third party financing sources

If we are unable to access external sources of financing, we may not be able to
fund and grow our operations. The failure to obtain financing and capital as
needed would limit our ability to:

      o     purchase consumer receivable portfolios; and

      o     achieve our growth plans.

We use estimates for recognizing revenue on a majority of our consumer
receivable portfolio investments and our earnings would be reduced if actual
results are less than estimated.

         We recognize finance income on a majority of our consumer receivable
portfolios using the interest method. We only use this method if we can
reasonably estimate the expected amount and timing of cash to be collected on a
specific portfolio based on historic experience and other factors. Under the
interest method, we recognize finance income on the effective yield method based
on the actual cash collected during a period, future estimated cash flows and
the portfolio's carrying value prior to the application of the current quarter's
cash collections. The estimated future cash flows are reevaluated quarterly. If
future cash collections on these portfolios were less than what was estimated,
we would recognize less than anticipated finance income or possibly an expense
that would reduce our earnings during such periods. Any reduction in our
earnings could materially adversely affect our stock price.

We may not be successful at acquiring receivables of new asset types or in
implementing a new pricing structure.

         We may pursue the acquisition of receivable portfolios of asset types
in which we have little current experience. We may not be successful in
completing any acquisitions of receivables of these asset types and our limited
experience in these asset types may impair our ability to collect on these
receivables. This may cause us to pay too much for these receivables, and
consequently, we may not generate a profit from these receivable portfolio
acquisitions.

The loss of any of our executive officers may adversely affect our operations
and our ability to successfully acquire receivable portfolios.

         Our Chairman Gobind Sahney, our President and Chief Executive Officer,
Max Khan, are responsible for making substantially all management decisions,
including determining which portfolios to purchase, the purchase price and other
material terms of such portfolio acquisitions. These decisions are instrumental
to the success of our business. The loss of the services of Gobind Sahney or Max
Khan could disrupt our operations and adversely affect our ability to
successfully acquire receivable portfolios.

Government regulations may limit our ability to recover and enforce the
collection of our receivables.

         Federal, state and municipal laws, rules, regulations and ordinances
may limit our ability to recover and enforce our rights with respect to the
receivables acquired by us. These laws include, but are not limited to, the
following federal statutes and regulations promulgated thereunder and comparable
statutes in states where consumers reside and/or where creditors are located:

      o     the Fair Debt Collection Practices Act;

      o     the Federal Trade Commission Act;

      o     the Truth-In-Lending Act;

      o     the Fair Credit Billing Act;

      o     the Equal Credit Opportunity Act; and

      o     the Fair Credit Reporting Act.

         Additional laws may be enacted that could impose additional
restrictions on the servicing and collection of receivables. Such new laws may
adversely affect the ability to collect the receivables.

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<PAGE>

         Because the receivables were originated and serviced pursuant to a
variety of federal and/or state laws by a variety of entities and involved
consumers in all 50 states, the District of Columbia and Puerto Rico, there can
be no assurance that all original servicing entities have at all times been in
substantial compliance with applicable law. Additionally, there can be no
assurance that we or our recovery partners have been or will continue to be at
all times in Substantial compliance with applicable law. The failure to comply
with applicable law could materially adversely affect our ability to collect our
receivables and could subject us to increased costs and fines and penalties. In
addition, our third-party recovery partners may be subject to these and other
laws and their failure to comply with such laws could also materially adversely
affect our revenues and earnings.

Class action suits and other litigation in our industry could divert our
management's attention from operating our business and increase our expenses.

         Certain originators and recovery partners in the consumer credit
industry have been subject to class actions and other litigation. Claims include
failure to comply with applicable laws and regulations and improper or deceptive
origination and servicing practices. If we become a party to such class action
suits or other litigation, our results of operations and financial condition
could be materially adversely affected.

If a significant portion of our shares available for resale are sold in the
public market, the market value of our common stock could be adversely affected.

         Sales of a substantial number of shares of our common stock in the
public market could cause a decrease in the market price of our common stock. We
had approximately 15,011,359 shares of common stock issued and outstanding as of
the date hereof. In addition, options to purchase approximately 950,000 shares
of our common stock were outstanding as of the date here of which 950,000 were
vested and the exercise prices of such options were substantially higher than
the current market price of our common stock. The remainder of such options will
vest over the next three years. We may also issue additional shares in
connection with our business and may grant additional stock options to our
employees, officers, directors and consultants under our stock option plans or
warrants to third parties. As of September 30, 2005 there were 1,550,000 shares
available for such purpose. If a significant portion of these shares were sold
in the public market, the market value of our common stock could be adversely
affected.

ITEM 2. DESCRIPTION OF PROPERTY.

Our executive and administrative offices are located at 140 Broadway, 46th
Floor, New York, New York 10005 and 2002 Jimmy Durante Boulevard, Del Mar,
California 92014, respectively. We believe that our existing facilities are
adequate for our current and anticipated needs. We lease our New York facilities
at approximately $2,700 per month and such lease expires on January 30, 2005. We
lease our California facilities at $1,400 per month and such lease expires in
March 2009.

ITEM 3. LEGAL PROCEEDINGS.

From time to time, the Company may become involved in various lawsuits and legal
proceedings which arise in the ordinary course of business. However, litigation
is subject to inherent uncertainties, and an adverse result in these or other
matters may arise from time to time that may harm the Company's business. Except
for the following, the Company is currently not aware of nor has any knowledge
of any such legal proceedings or claims that we believe will have, individually
or in the aggregate, a material adverse affect on our business, financial
condition or operating results:

On April 23, 2004, Reliant Industries, Inc., Michael Wong and Debbie Wong filed
a complaint with the Supreme Court of the State of New York Suffolk County
against Biopharmaceuticals, Inc. and Edward Fine. Biopharmaceuticals, Inc. is
the Company's former name. The plaintiffs allege that the Company together with
the other defendant committed fraud, breach of contract and negligence. The
plaintiffs are seeking monetary payments for any loss that they may suffer as a
result of the alleged fraud, breach of contract and negligence as well as legal
fees, punitive damages and costs disbursements. The Company denies all
allegations and intends to defend this action vigorously.

On June 29, 2005, Allied Surgical Centers Management, LLC, et al. ("Allied")
filed a complaint against the Company seeking declaratory and injunctive relief
in connection with contracts entered in April 2005 between Allied and the
Company pursuant to which the Company acquired various account receivables from
Allied (the "Contracts"). Such compliant was filed in the Superior Court of the
State of California, For the County of Los Angeles, Central District. Allied is
seeking a declaratory judgment from the court which would exclude various
account receivables (the "Disputed Account Receivables") from the Contracts.
Allied is also seeking a temporary restraining order and preliminary injunction
restricting the Company from attempting to seize or collecting the Disputed
Account Receivables. The Company filed a cross complaint on July 15, 2005. In
the cross complaint, the Company is seeking an accounting, a mandatory
injunction for specific performance of the Contracts and damages in the amount
of $21,000,000 in connection with Allied's alleged breach of contract, fraud,
intentional interference with prospective economic advantage, breach of good
faith, breach of fiduciary duty, conversion and slander. The Company and Allied
have reached a verbal settlement in connection with this matter. The parties are
currently in the process of drafting a settlement agreement, which the Company
expects to execute shortly.

                                       10
<PAGE>

On September 9, 2005 the Company filed a complaint with the Supreme Court of the
State of New York - County of New York against Triton Capital, Inc., Southern
Capital Associates, Inc., JMS Collections, LLC., Wendt Law Office, James
Roscetti, and Dave Dwyer for breach of contract, conversion, deceptive business
practices and unjust enrichment. The Company is seeking an amount no less than
$46,931.

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

Not Applicable


                                     PART II

ITEM 5. MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

Since October 2004, our common stock, par value $.001 per share, had been quoted
on the Nasdaq Bulletin Board under the symbol "RCVA". Prior to May 2004, there
was no market for our common stock. The last reported price as of December 28,
2005 was $0.21 per share.

<TABLE>
<CAPTION>
---------------------------------------- -------------------------------------- --------------------------------------
Quarter Ended                            High ($)                               Low ($)
---------------------------------------- -------------------------------------- --------------------------------------
<S>                                      <C>                                    <C>
December 31, 2004                        .25                                    .10
---------------------------------------- -------------------------------------- --------------------------------------
March 31, 2005                           .45                                    .01
---------------------------------------- -------------------------------------- --------------------------------------
June 30, 2005                            .25                                    .14
---------------------------------------- -------------------------------------- --------------------------------------
September 30, 2005(1)                    .35                                    .20
---------------------------------------- -------------------------------------- --------------------------------------
</TABLE>

(1) Through December 28, 2005

Holders

         As of December 13, 2005 we had approximately 970 holders of our common
stock. The number of record holders was determined from the records of our
transfer agent and does not include beneficial owners of common stock whose
shares are held in the names of various security brokers, dealers, and
registered clearing agencies.

Dividends

         We have never declared or paid any cash dividends on our common stock.
We do not anticipate paying any cash dividends to stockholders in the
foreseeable future. In addition, any future determination to pay cash dividends
will be at the discretion of the Board of Directors and will be dependent upon
our financial condition, results of operations, capital requirements, and such
other factors as the Board of Directors deem relevant.

Equity Compensation Plans

         As of September 30, 2005, we had the following securities authorized
for issuance under the equity compensation plans:

<TABLE>
<CAPTION>
                                                                               Weighted-average  Number of securities
                                                                                exercise price    remaining available
                                                                                of outstanding    for future issuance
                                                    Number of Securities to be     options,          under equity
                                                      issued upon exercise of    warrants and     compensation plans
                                                       outstanding options,         rights       (excluding securities
Plan Category                                           warrants and rights                     reflected in column (a)
------------------------------------------------    --------------------------  --------------  -----------------------
<S>                                                 <C>                         <C>             <C>
Equity compensation plans approved by security
holders                                                     2,500,000                $0.15              1,550,000
Equity compensation plans not approved by security
holders                                                            --                   --                     --
Total                                                       2,500,000                $0.15              1,550,000
</TABLE>

                                       11
<PAGE>

ITEM 6. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

The information in this section should be read in conjunction with our
consolidated financial statements and notes to the consolidated financial
statements beginning on page 22 and the Risk Factors beginning on page 7.

Results of Operations

Year Ended September 30, 2005 Compared to Year Ended September 30, 2004

Revenues

Total revenue for the twelve months ended September 30, 2005 was $542,930
compared to $548,958 in the year ended September 30, 2004. Total revenue for
2005 was lower because the company booked finance income from only one portfolio
for the last three quarters of the year and applied the recovery method to the
remaining portfolios. The income from receivable portfolios was generated by two
portfolios and servicing fees were generated from Ramco Income Fund Ltd and
other investment vehicles. The finance income is net of all collections expenses
because the Company outsources all its collections on a contingency basis.

For the twelve months ended September 30, 2005, we acquired new portfolios with
a face value in excess of $21,000,000 at a cost of $1,272,345. The face value
represents the outstanding balance owed by debtors at the time of sale and the
Company expects to collect only a small percentage of the outstanding balance.
The Company used the accretion method based on SOP03-3 for revenue recognition
and recovery method for small portfolios. The Company sold the U.K portfolio in
November, 2004 due to underperformance and sale price allowed the Company to
meet its internal rate of return objective.

During the year ended, we serviced a pool of charged-off consumer accounts on
behalf of Ramco Income Fund Limited and from co-investments. Servicing fees
received under this arrangement were $175,645 for the year ended September 30,
2005 versus $30,323 for the year ended September 20, 2004. The Fund continues to
invest in additional portfolios and the Company expects to generate significant
servicing fee going forward. Upon the redemption of underlying investors in the
Fund, the company will receive a majority of the residual cash flow from all
portfolios acquired for each series of investors. The cumulative residual from
the Fund cannot be estimated at this time.

Total operating expenses

Total operating expenses were $589,061 for the year ended September 30, 2005
compared to $418,277 for the year ended September 30, 2004, an increase of
$170,784. The Company incurred significant legal and other expenses associated
with on-going litigation against Allied Health Care Management LLC.

The largest component of total operating expenses is legal and accounting of
approximately $96,000. Normal operating expenses related to California and New
York offices, salaries and employee benefits accounted for the remainder of the
Company's expenses. The Company expects overall expenses to rise modestly as we
add additional staff to handle post-purchase portfolio servicing to meet
expected increase in portfolio activity.

Other income and expense

For the year ended September 30, 2005, the Company did not incur any interest
expense versus total interest expense of $20,357 in the year ended September
2004. All outstanding notes were converted into common shares or preferred
shares. The preferred share holders are entitled to annual cash dividend of 5%
payable quarterly. The Company has no other contingent expense. For the year
ended September 30, 2005 the Company had interest income of $1,652 versus $1,971
in year ended September 2004.

Income taxes

For the year ended September 30, 2005, the company has not recorded any income
tax liability.

Net Income (loss)

Net loss for the twelve months ended September 30, 2005 was $44,479, compared to
a net income of $ 91,090 for the twelve months ended September 30, 2004. The
loss was largely due to recognition of lower finance income and use of recovery
method on most portfolios.

                                       12
<PAGE>

Liquidity and Capital Resources

Liquidity

For the year ended September 30, 2005, the Company had working capital of
$348,238 versus $560,713 for the year ended September 30, 2004. Working capital
declined by 37% or $212,475 from year ended September 2004 to year ended
September 2005. The decline is largely due to $1,272,345 investments in
additional portfolios and issuance of note against purchase of the Company's
warrants. The Company had $212,424 in cash and continues to generate sufficient
cash to fund operations and portfolio purchases for the foreseeable future. We
expect to raise additional capital through a credit facility, and or structured
notes in the next fiscal year of which we cannot provide any guarantee.

Cash Flows and Expenditures

Year ended September 30, 2005 compared to September 30, 2004

During the year ended September 30, 2005 we spent $1,272,345 on portfolio
acquisitions and collected $874,000 net of all fees versus $931,889 on portfolio
acquisitions and net collections of approximately $835,000 in the year ended
September 30, 2004 . With on going forward flow purchases, the Company will be
effectively investing its cash flow on a monthly basis and have sustainable cash
flow over the next twelve months.

During the year we generated $175,645 in servicing revenue from servicing Ramco
Income Fund, Ltd and co-investments. The Fund is almost fully invested into
charged off receivables and we anticipate servicing fees to increase
significantly over the next twelve months.

We currently utilize various business channels for the collection of charged off
credit cards and other receivables. The Company is currently using three
collection agencies and various law firms on a contingency basis.

Cash flow from operations was negative $197,482 and negative $527,338 for the
years ended September 30, 2005 and 2005, respectively. The decline was due
greater amortization of finance receivables and sale of a portfolio. The
negative cash flow is largely due to investments in portfolios that will yield
cash flows over a five year period.

Our primary investing activity is the purchase of new receivable portfolios. We
purchase receivable portfolios directly from issuers and from resellers as well
as from brokers that represent various issuers. We carefully evaluate portfolios
and bid on only those that meet our selective targeted return profile.

Capital expenditures for fixed assets were not material for the year ended
September 30, 2005 and all purchases of capital expenditures were funded with
internal cash flow.

Net cash from financing activities was negative $76,218 and $992,178 for the
years ended September 30, 2005 and 2004 respectively. The Company purchased and
retired 1,000,000 warrants of the Company with cash and non-interest bearing
note. During 2005 the $990,000 note was converted into common stock and
redeemable preferred stock.

Portfolio Data

The following table shows the Company's portfolio buying activity during the
quarter, among other things, the purchase price, actual cash collections and
estimated cash collection as of September 30, 2005.

                                       13
<PAGE>

                                   Purchase        Actual Cash
Purchase Period                    Price(1)      Collections (2)   Estimated (3)
 12/31/2003                       $  569,070        $1,329,364     $  450,106
  4/19/2004                       $   31,317        $   29,868     $   33,353
 12/31/2004                       $  100,444        $   82,402     $  164,690
  2/28/2005                       $   81,076        $   49,542     $  133,936
  1/25/2005(4)                    $  233,330        $  205,210     $   33,690
  3/11/2005(5)                    $  172,872        $   48,611     $   33,000
  4/11/2005                       $  375,000        $   80,829     $  667,754
   6/2/2005                       $   37,660        $   18,274     $   83,786
  7/25/2005                       $  177,668        $   44,877     $  354,876

(1)   Purchase price refers to the cash paid to a seller to acquire defaulted
      receivables, plus certain capitalized expenses, less the purchase price
      refunded by the seller due to the return of non-compliant accounts (also
      defined as buybacks). Non-compliant refers to the contractual
      representations and warranties between the seller and the Company. These
      representations and warranties from the sellers generally cover account
      holders' death or bankruptcy and accounts settled or disputed prior to
      sale. The seller can replace or repurchase these accounts.

(2)   Actual cash collections net of recovery cost or sale.

(3)   Total estimated collections refer to the actual cash collections,
      including cash sales, plus estimated remaining collections. The Company
      will take an impairment charge if the actual recoveries fall short of
      expected recoveries.

(4)   The Portfolio was sold in July for $168,767 and paying accounts with a
      face value of $92,000 were retained. (5) The Portfolio was sold in
      November for $112,290 and paying accounts with a face value of $33,000 was
      retained.

Capital Resources

The cash flow from portfolios currently owned and the forward flow in pipeline
would be adequate to meet our operating expenses. The company continues to
explore other sources of capital for larger portfolio acquisitions.

Inflation

We believe that inflation has not had a material impact on our results of
operations for the year ended September 30, 2005.

Critical Accounting Policies

The Company utilizes the interest method under guidance provided by the AICPA
issued Statement of Position ("SOP") 03-03 to determine income recognized on
finance receivables

In October 2003, the American Institute of Certified Public Accountants issued
Statement of Position ("SOP") 03-03, "Accounting for Loans or Certain Securities
Acquired in a Transfer." This SOP proposes guidance on accounting for
differences between contractual and expected cash flows from an investor's
initial investment in loans or debt securities acquired in a transfer if those
differences are attributable, at least in part, to credit quality. This SOP is
effective for loans acquired in fiscal years beginning after December 15, 2004.
The SOP would limit the revenue that may be accrued to the excess of the
estimate of expected future cash flows over a portfolio's initial cost of
accounts receivable acquired. The SOP would require that the excess of the
contractual cash flows over expected cash flows not be recognized as an
adjustment of revenue, expense, or on the balance sheet. The SOP would freeze
the internal rate of return, referred to as IRR, originally estimated when the
accounts receivable are purchased for subsequent impairment testing. Rather than
lower the estimated IRR if the original collection estimates are not received,
the carrying value of a portfolio would be written down to maintain the original
IRR. Increases in expected future cash flows would be recognized prospectively
through adjustment of the IRR over a portfolio's remaining life. The SOP
provides that previously issued annual financial statements would not need to be
restated. Management is in the process of evaluating the application of this
SOP.

Special Note on Forward-Looking Statements


This report contains "forward-looking statements" within the meaning of the
federal securities laws. All statements, other than statements of historical
facts, included or incorporated into this Form 10-K are forward-looking
statements. The words "believe," "expect," "anticipate," "estimate," "project,"
and similar expressions often characterize forward looking statements. These
statements may include, but are not limited to, projections of collections,
revenues, income or loss, estimates of capital expenditures, plans for future
operations, products or services, and financing needs or plans, as well as
assumptions relating to these matters. These statements include, among others,
statements found under "Management's Discussion and Analysis of Financial
Condition and Results of Operations" and "Business."

                                       14
<PAGE>

Actual results could differ materially from those contained in the
forward-looking statements due to a number of factors, some of which are beyond
our control. Factors that could affect our results and cause them to differ from
those contained in the forward-looking statements include:

      o     the availability of financing;

      o     our ability to maintain sufficient liquidity to operate our business
            including obtaining new capital to enable us to purchase new
            receivables;

      o     our ability to purchase receivable portfolios on acceptable terms;

      o     our continued servicing of the receivables in our securitization
            transactions and for the unrelated third party;

      o     our ability to recover sufficient amounts on receivables to fund
            operations;

      o     our ability to hire and retain qualified personnel to recover our
            receivables efficiently;

      o     changes in, or failure to comply with, government regulations; and

      o     the costs, uncertainties and other effects of legal and
            administrative proceedings.

Forward-looking statements speak only as of the date the statement was made.
They are inherently subject to risks and uncertainties, some of which we cannot
predict or quantify. Future events and actual results could differ materially
from the forward-looking statements. When considering each forward-looking
statement, you should keep in mind the risk factors and cautionary statements
found throughout this Form 10-K and specifically those found below. We are not
obligated to publicly update or revise any forward looking statements, whether
as a result of new information, future events, or for any other reason.

In addition, it is our policy generally not to make any specific projections as
to future earnings, and we do not endorse projections regarding future
performance that may be made by third parties.

ITEM 7. FINANCIAL STATEMENTS


       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
   (FORMERLY RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES)

                                  CONSOLIDATED
                              FINANCIAL STATEMENTS

                     YEARS ENDED SEPTEMBER 30, 2005 AND 2004


PAGE(S)

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM                    16

FINANCIAL STATEMENTS:


   Consolidated Balance Sheets as of September 30, 2005 and 2004           17-18


   Consolidated Statements of Income (Operations) For the Years
    Ended September 30, 2005 and 2004                                      19
   Consolidated Statements of Stockholders' Equity (Deficit) for the Years
     Ended September 30, 2005 and 2004                                     20

   Consolidated Statements of Cash Flows For the Years Ended
    September 30, 2005 and 2004                                            21
   Notes to Consolidated Financial Statements                              22-28



                                       15
<PAGE>


                        BAGELL, JOSEPHS & COMPANY, L.L.C.
                          Certified Public Accountants

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


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


To Receivable Acquisition and Management Corporation and Subsidiaries 140
Broadway, 46th Floor, New York, New York 10005.


We have audited the accompanying consolidated balance sheets of Receivable
Acquisition and Management Corporation and Subsidiaries as of September 30, 2005
and 2004 and the related consolidated statements of income, stockholders' equity
(deficit) and cash flows for the years then ended. These financial statements
are the responsibility of the Company's management. Our responsibility is to
express an opinion on these consolidated financial statements based on our
audits.

We conducted our audits in accordance with auditing standards of the Public
Company Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the
consolidated 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 and schedule. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall consolidated financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.

In our opinion, the consolidated financial statements referred to above present
fairly, in all material respects, the financial position of Receivable
Acquisition and Management Corporation and Subsidiaries as of September 30, 2005
and 2004, and the results of their consolidated operations, changes in
consolidated stockholders' equity (deficit) and their consolidated cash flows
for the years then ended in conformity with accounting principles generally
accepted in the United States of America.

BAGELL, JOSEPHS & COMPANY, L.L.C.
BAGELL, JOSEPHS & COMPANY, L.L.C.
Certified Public Accountants
Gibbsboro, New Jersey

December 13, 2005


                                       16
<PAGE>


       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS
                           SEPTEMBER 30, 2005 AND 2004


                                     ASSETS


                                              2005                  2004
                                           -----------           -----------
CURRENT ASSETS
  Cash                                       $ 212,424             $ 486,124
  Finance receivables - short term             274,663               208,112
  Prepaid expenses                                   -                     -
                                           -----------           -----------
          Total current assets                 487,087               694,236
                                           -----------           -----------
OTHER ASSETS
  Finance receivables - long-term              557,649               422,532
  Deposit                                            -                97,763
                                           -----------           -----------
          Total other assets                   557,649               520,295
                                           -----------           -----------
TOTAL ASSETS                               $ 1,044,736           $ 1,214,531
                                           ===========           ===========



               The accompanying notes are an integral part of the
                       consolidated financial statements.














                                       17
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS, CONTINUED
                           SEPTEMBER 30, 2005 AND 2004


                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
                                                                                 2005                 2004
                                                                           -----------------    -----------------
CURRENT LIABILITIES
<S>                                                                                <C>                  <C>
   Accounts payable - Trade                                                     $    18,238          $    84,485
   Accrued and other expenses                                                        41,187               10,000
   Preffered stock dividend payable                                                  20,000
   Note Payable -short term                                                          60,000                    -
   Income tax expense                                                                     -               39,038
                                                                           -----------------    -----------------

          Total current liabilities                                                 139,425              133,523
                                                                           -----------------    -----------------

LONG TERM LIABILITIES
   Note payable -long term                                                           10,000                    -
                                                                           -----------------    -----------------

TOTAL LIABILITIES                                                                   149,425              133,523
                                                                           -----------------    -----------------

STOCKHOLDERS'  EQUITY
   Preferred stock, par value $10 per share;
       10,000,000 shares authorized in 2005 and 80,000 shares
       issued and outstanding at September 30, 2005 and 2004, respectively          800,000              800,000
   Common stock, par value $.001 per share;
       325,000,000 and 50,000,000 shares authorized in 2005 and 2004
       and 15,555,917 and 14,845,725 shares issued and outstanding
       at September 30, 2005 and 2004, respectively                                  15,556               14,846
   Additional paid-in capital                                                        83,144              175,072
   Retained earnings (accumulated deficit)                                           (3,389)              91,090
                                                                           -----------------    -----------------
                                                                                    895,311            1,081,008

           Total stockholders' equity                                               895,311            1,081,008
                                                                           -----------------    -----------------

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                      $ 1,044,736          $ 1,214,531
                                                                           =================    =================
</TABLE>


               The accompanying notes are an integral part of the
                       consolidated financial statements.


                                       18
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF INCOME (OPERATIONS)
                 FOR THE YEARS ENDED SEPTEMBER 30, 2005 AND 2004

<TABLE>
<CAPTION>
                                                               2005                2004
                                                         -----------------   -----------------
REVENUES
<S>                                                               <C>                 <C>
    Financing income                                              326,032             518,082
    Gain on sale of finance receivables                            41,253                   -
    Service income                                                175,645              30,323
                                                         -----------------   -----------------
             TOTAL INCOME                                         542,930             548,405

COSTS AND EXPENSES
    Selling, general and administrative                           589,061             418,277
                                                         -----------------   -----------------
             Total costs and expenses                             589,061             418,277
                                                         -----------------   -----------------

NET INCOME (LOSS) BEFORE OTHER INCOME                             (46,131)            130,128

OTHER INCOME
   Other income - interest                                          1,652                   -
                                                         -----------------   -----------------
             Total other income                                     1,652                   -
                                                         -----------------   -----------------

NET INCOME (LOSS) BEFORE PROVISION FOR INCOME TAX               $ (44,479)          $ 130,128

PROVISION FOR INCOME TAXES                                              -             (39,038)
                                                         -----------------   -------------------

NET INCOME (LOSS)                                                 (44,479)             91,090

LESS PREFERRED STOCK DIVIDEND                                     (50,000)                  -
                                                         -----------------   -------------------

INCOME (LOSS) APPLICABLE TO COMMON STOCK                        $ (94,479)           $ 91,090
                                                         -----------------   -------------------

BASIC INCOME (LOSS) PER COMMON SHARE                                (0.01)           $   0.01
                                                         =================   =================
DILUTED INCOME (LOSS)
PER COMMON SHARE                                                $     -              $      -
                                                         =================   =================

WEIGHTED AVERAGE OUTSTANDING SHARES
OF COMMON STOCK - BASIC                                        15,011,359           8,258,198
                                                         =================   =================
WEIGHTED AVERAGE OUTSTANDING SHARES
OF COMMON STOCK - DILUTED                                      21,261,359          15,709,198
                                                         =================   =================
</TABLE>

               The accompanying notes are an integral part of the
                       consolidated financial statements.

                                       19
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
            CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
                 FOR THE YEARS ENDED SEPTEMBER 30, 2005 AND 2004

<TABLE>
<CAPTION>

                                                   Preferred                    Common Stock
                                              Shares         Amount         Shares          Amount
                                           ------------   ------------   ------------    ------------
<S>                                        <C>            <C>              <C>                 <C>
BALANCE, SEPTEMBER 30, 2003                        --     $       --       25,005,733          25,005

Common stock issued for cash exercise of
warrants December 31, 2003                         --             --       24,988,534          24,989

Common stock issued for extinguishment
of debt                                            --             --       25,005,733          25,006

Reverse stock split one for fifteen                --             --      (70,000,000)        (70,000)

Reorganization                                     --             --             --              --

Common stock issued to discharge loan of
$20,000 - May 2004                                 --             --          100,250             100

Common stock issued to discharge loan of
$165,000 - May 2004                                --             --          827,067             828

Common stock issued for General
Outsourcing Corporation - May 2004                 --             --        4,230,000           4,230

Common stock issued as employment
compensation - May 2004                            --             --        4,300,000           4,300

Common stock issued for consulting
services May - 2004                                --             --          388,408             388

Preferred stock issued to discharge debt
June - 2004                                      80,000        800,000           --              --

Net income for the year ended September
30, 2004                                           --             --             --              --
                                           ------------   ------------   ------------    ------------
BALANCE, SEPTEMBER 30, 2004                      80,000   $    800,000     14,845,725    $     14,846
                                           ------------   ------------   ------------    ------------
conversion of loan at $.20 per share               --             --           24,876              25

exercise of warrants at $.00 per share             --             --          200,000             200

retirement of shares                               --             --          (14,684)            (15)

Repurchase of warrants                             --             --         (100,000)           --

exercise of warrants at $.0075 per share           --             --          500,000             500

Net income (loss) for the year ended
September 30, 2005                                 --             --             --      $       --
                                           ------------   ------------   ------------    ------------

BALANCE, SEPTEMBER 30, 2005                      80,000   $    800,000     15,555,917    $     15,556
                                           ============   ============   ============    ============
</TABLE>

<TABLE>
<CAPTION>
                                              Additional
                                                Paid-In       Accumulated       Treasury
                                                Capital         Deficit           Stock           Total
                                              ------------    ------------    ------------    ------------
<S>                                             <C>            <C>                <C>           <C>
BALANCE, SEPTEMBER 30, 2003                     35,012,966     (35,446,673)       (944,612)     (1,353,314)

Common stock issued for cash exercise of
warrants December 31, 2003                         (17,889)           --              --             7,100

Common stock issued for extinguishment
of debt                                               --              --              --            25,006

Reverse stock split one for fifteen                 70,000            --              --              --

Reorganization                                 (35,077,723)     35,446,673         944,612       1,313,562

Common stock issued to discharge loan of
$20,000 - May 2004                                  19,900            --              --            20,000

Common stock issued to discharge loan of
$165,000 - May 2004                                164,173            --              --           165,001

Common stock issued for General
Outsourcing Corporation - May 2004                   1,770            --              --             6,000

Common stock issued as employment
compensation - May 2004                              1,720            --              --             6,020

Common stock issued for consulting
services May - 2004                                    155            --              --               543

Preferred stock issued to discharge debt
June - 2004                                           --              --              --           800,000

Net income for the year ended September
30, 2004                                              --            91,090            --            91,090
                                              ------------    ------------    ------------    ------------
BALANCE, SEPTEMBER 30, 2004                   $    175,072    $     91,090            --      $  1,081,008
                                              ------------    ------------    ------------    ------------
conversion of loan at $.20 per share                 4,975            --              --             5,000

exercise of warrants at $.00 per share               1,300            --              --             1,500

retirement of shares                                (1,453)           --              --            (1,468)

Repurchase of warrants                                --          (100,000)

exercise of warrants at $.0075 per share             3,250            --              --             3,750

Net income (loss) for the year ended
September 30, 2005                                    --           (94,479)           --           (94,479)
                                              ------------    ------------    ------------    ------------

BALANCE, SEPTEMBER 30, 2005                   $     83,144    $     (3,389)           --      $    895,311
                                              ============    ============    ============    ============
</TABLE>

               The accompanying notes are an integral part of the
                       consolidated financial statements

                                       20
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS - UNAUDITED
                 FOR THE YEAR ENDED SEPTEMBER 30, 2005 AND 2004

<TABLE>
<CAPTION>
                                                                       2005           2004
                                                                    -----------    -----------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                 <C>            <C>
  Net Income                                                        $   (44,479)   $    91,090
Adjustments to reconcile net income to
net cash (used in) operating activities:
   Common Stock issued for consulting                                      --              543
   Writeoff prepaid expenses                                               --            5,316
    Goodwill Impairment                                                    --            6,000
    Reorganization adjustments                                             --            6,959
   Common Stock issued for officer's salary                                --            6,020

Changes in Certain Assets and Liabilities
Proceeds from sale of portfolio - net of gain                           425,453           --
Acquisition of finance receivables, net of buybacks                  (1,272,345)      (931,327)
Collections applied to principal on finance receivables                 645,224        300,684
(Increase) Decrease in Prepaid expenses & exchange account               97,763        (97,763)
(Decrease) Increase Accounts payable - Trade                            (66,247)        36,102
(Decrease) Increase Accrued Expenses                                     36,187         10,000
Increase in preferred stock dividend payable                             20,000           --
(Decrease) Increase in Income Taxes                                     (39,038)        39,038
                                                                    -----------    -----------

          Net cash provided by (used in) operating activities          (197,482)      (527,338)
                                                                    -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES
Proceeds from note payable                                               70,000        985,000
Issuance of common stock                                                  5,250          7,178
Repurchase of retired common stock                                       (1,468)          --
Repurchase of warrants                                                 (100,000)          --
Preferred stock dividend                                                (50,000)          --
                                                                    -----------    -----------

              Net cash provided by (used in) financing activities       (76,218)       992,178

NET INCREASE (DECREASE) IN CASH                                        (273,700)       464,840

CASH AND CASH EQUIVALENTS - BEGINNING OF YEAR                           486,124         21,284
                                                                    -----------    -----------

CASH AND CASH EQUIVALENTS - END OF PERIOD                           $   212,424    $   486,124
                                                                    ===========    ===========

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
  Issuance of Common Stock for:
   Conversion of accounts payable and accrued expenses              $      --      $   529,933
                                                                    ===========    ===========
   Conversion of accrued expenses                                   $      --      $    89,538
                                                                    ===========    ===========
   Conversion of notes payable                                      $     5,000    $   322,000
                                                                    ===========    ===========
   Conversion of promissory note                                    $      --      $   800,000
                                                                    ===========    ===========
   Goodwill                                                         $      --      $     6,000
                                                                    ===========    ===========
   Conversion of debentures payable                                 $      --      $   575,000
                                                                    ===========    ===========
   Common stock issued for services and compensation                $      --      $     6,563
                                                                    ===========    ===========
</TABLE>

               The accompanying notes are an integral part of the
                       consolidated financial statements

                                       21
<PAGE>

       RECEIVABLE ACQUISITION AND MANAGEMENT CORPORATION AND SUBSIDIARIES
   (FORMERLY RECEIVABLE ACQUISITION & MANAGEMENT CORPORATION AND SUBSIDIARIES)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                           SEPTEMBER 30, 2005 AND 2004

NOTE 1-  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

      A.    THE COMPANY AND PRESENTATION

      Receivable Acquisition and Management Corporation and Subsidiaries (the
      "Company") was formerly Biopharmaceutics, Inc., In June 1999 pursuant to a
      meeting of the Board of Directors, Biopharmaceutics Inc, adopted a
      resolution and filed a Certificate of Amendment to the Certificate of
      Incorporation and changed the name of Biopharmaceutics, Inc., to
      Receivable Acquisition & Management Corporation.

      On November 25, 2003, the Receivable Acquisition & Management Corporation
      incorporated a wholly-owned subsidiary Receivable Acquisition and
      Management Corp of New York. The Company purchases, manages and collects
      defaulted consumer receivables.

      On April 21, 2004, Receivable Acquisition & Management Corporation amended
      its certificate of incorporation to increase its authorized number of
      shares of common stock from 75,000,000 shares to 325,000,000 shares. This
      amendment was approved by Receivable Acquisition & Management
      Corporation's shareholders at its April 20, 2004 annual meeting. The
      shareholders also changed the name of Receivable Acquisition & Management
      Corporation to Receivable Acquisition and Management Corporation.

      B.    FINANCE RECEIVABLES

      The Company on December 15, 2003, acquired defaulted consumer receivable
      portfolios for $569,071 with a face value of $15,985,138. Another
      portfolio with face value of $18,944,048 was acquired for $331,501. The
      Company accounts for its investment in finance receivables under the
      guidance of Statement of Position ("SOP") 03-3, "Accounting for Loans or
      Certain Debt Securities Acquired in a Transfer." This SOP limits the yield
      that may be accreted (accretable yield) to the excess of the Company's
      estimate of undiscounted expected principal, interest and other cash flows
      (cash flows expected at the acquisition to be collected) over the
      Company's initial investment in the finance receivables. Subsequent
      increases in cash flows expected to be collected are recognized
      prospectively through adjustment of the finance receivables yield over its
      remaining life. Decreases in cash flows expected to be collected are
      recognized as impairment to the finance receivable portfolios. The
      Company's proprietary collections model is designed to track and adjust
      the yield and carrying value of the finance receivables based on the
      actual cash flows received in relation to the expected cash flows.

      The Company acquired on April 19, 2004 a third portfolio with a face value
      of $447,390 for $31,317.

      The Company, on September 16, 2004 put $97,763 on deposit for a fourth
      portfolio. However, the Company did not take possession of the portfolio
      and received a full refund in October 2004.

      The Company acquired on October 10, 2004 a new portfolio with a face value
      of $2,107,132 for $100,444. The Company will use for this portfolio the
      "Recovery Method" for revenue recognition under which no revenue is
      recognized until the investment amount of $100,444 has been recovered.

      On November 23, 2004 the Company sold the portfolio with an original face
      value of $18,944,048 and an acquisition price of $331,051 for a sale price
      of $293,250. The Company recognized a gain of $87,514 on the sale. The
      carrying value of the portfolio at the time of sale was $205,736.

                                       22
<PAGE>

      During the quarter ending March 31, 2005, the Company acquired portfolios
      for $487,280. The Company will use for these portfolios the "Recovery
      Method" for revenue recognition under which no revenue is recognized until
      the investment amount of $487,280 has been recovered.

      The Company acquired on April 11, 2005 a portfolio with a face value of
      $5,500,000 for $375,000. The Company will apply the "Recovery Method" for
      revenue recognition under which no revenue is recognized until the
      investment amount of $375,000 has been recovered.

      The Company acquired the fourth tranche of a forward flow on June 2, 2005
      with a face value of $619,275 for $37,660. The Company will apply the
      "Recovery Method" for revenue recognition under which no revenue is
      recognized until the investment amount of $37,660 has been recovered.

      During the quarter ending June 30, 2005, the Company acquired total
      portfolios for $412,660. The Company will use for these portfolios the
      "Recovery Method" for revenue recognition under which no revenue is
      recognized until the investment amount of $412,660 has been recovered.

      On July 12, 2005, the Company sold the portfolio with an original face
      value of $3,674,498 and an acquisition price of $233,330 for a sales price
      of $168,767. The Company will recognize a loss in the fourth quarter. The
      Company retained approximately $92,000 in face value of paying accounts.

      During the quarter ending September 30, 2005 the Company acquired total
      portfolios for $239,162. The Company will use for these portfolios the
      "Recovery Method" for revenue recognition under which no revenue is
      recognized until the investment amount of $239,162 has been recovered.

      In the event that cash collections would be inadequate to amortize the
      carrying balance, an impairment charge would be taken with a corresponding
      write-off of the receivable balance. Accordingly, the Company does not
      maintain an allowance for credit losses.

      The agreements to purchase the aforementioned receivables include general
      representations and warranties from the sellers covering account holder
      death or bankruptcy, and accounts settled or disputed prior to sale. The
      representation and warranty period permitting the return of these accounts
      from the Company to the seller is typically 90 to 180 days. Any funds
      received from the seller of finance receivables as a return of purchase
      price are referred to as buybacks. Buyback funds are simply applied
      against the finance receivable balance received. They are not included in
      the Company's cash collections from operations nor are they included in
      the Company's cash collections applied to principal amount. Gains on sale
      of finance receivables, representing the difference between sales price
      and the unamortized value of the finance receivables, are recognized when
      finance receivables are sold.

      Changes in finance receivables for the year ended September 30, 2005 were
      as follows:

                                                               Year Ended
                                                           September 30, 2004
                                                           ------------------
      Balance at beginning of period October 1, 2004       $         630,641
      Acquisition of finance receivables                           1,272,345
      Cash collections applied to principal                         (645,224)
      Sale of Portfolio-net of gain                                 (425,453)
                                                           ------------------
      Balance at the end of the period                     $         832,309
                                                           ==================


      Estimated Remaining Collections ("ERC") *            $       1,955,191
                                                           ==================



      * Estimated remaining collection refers to the sum of all future projected
      cash collections from acquired portfolios. ERC is not a balance sheet
      item, however, it is provided for informational purposes. Income
      recognized on finance receivables was $326,032 for the year ended
      September 30, 2005.

                                       23
<PAGE>

      Under SOP-03-3 debt security impairment is recognized only if the fair
      market value of the debt has declined below its amortized costs. Currently
      no amortized costs are below fair market value. Therefore, the Company has
      not recognized any impairment for the finance receivables.

      C.    PRINCIPLES OF CONSOLIDATION

      The condensed consolidated financial statements include the accounts of
      the Company and its subsidiaries. All significant intercompany accounts
      and transactions have been eliminated in consolidation.


      D.    CASH AND CASH EQUIVALENTS

      The Company considers all highly liquid debt instruments and other
      short-term investments with an initial maturity of three months or less to
      be cash or cash equivalents. There were no cash equivalents as of
      September 30, 2005.

      The Company maintains cash and cash equivalents balances at financial
      institutions that are insured by the Federal Deposit Insurance Corporation
      up to $100,000. At September 30, 2005 and 2004, the Company's uninsured
      cash balances total $212,424 and $386,124, respectively.


      E.    FURNITURE AND EQUIPMENT

      Furniture and equipment when acquired will be stated at cost. Depreciation
      will be provided using straight-line method over the estimated useful
      lives of the assets.

      Maintenance and repairs are charged to operations when incurred. When
      assets are sold or otherwise disposed of, the asset accounts and related
      accumulated depreciation accounts are relieved, and any gain or loss is
      included in operations.

      F.    INCOME TAXES

      The Company has adopted the provisions of Statement of Financial
      Accounting Standards ("SFAS") No. 109, Accounting for Income Taxes. The
      statement requires an asset and liability approach for financial
      accounting and reporting of income taxes, and the recognition of deferred
      tax assets and liabilities for the temporary differences between the
      financial reporting bases and tax bases of the Company's assets and
      liabilities at enacted tax rates expected to be in effect when such
      amounts are realized or settled.

      G.    USE OF ESTIMATES

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

      H.    STOCK-BASED COMPENSATION

      Employee stock awards under the Company's compensation plans are accounted
      for in accordance with Accounting Principles Board Opinion No. 25 ("APB
      25"), "Accounting for Stock Issued to Employees", and related
      interpretations. The Company provides the disclosure requirements of
      Statement of Financial Accounting Standards No. 123, "Accounting for
      Stock-Based Compensation" ("SFAS 123"), and related interpretations.
      Stock-based awards to non-employees are accounted for under the provisions
      of SFAS 123 and has adopted the enhanced disclosure provisions of SFAS No.
      148 "Accounting for Stock-Based Compensation-Transition and Disclosure, an
      amendment of SFAS No. 123".

      The Company measures compensation expense for its employee stock-based
      compensation using the intrinsic-value method. Under the intrinsic-value
      method of accounting for stock-based compensation, when the exercise price
      of options granted to employees is less than the estimated fair value of
      the underlying stock on the date of grant, deferred compensation is
      recognized and is amortized to compensation expense over the applicable
      vesting period. In each of the periods presented, the vesting period was
      the period in which the options were granted. All options were expensed to
      compensation in the period granted rather than the exercise date.

      The Company measures compensation expense for its non-employee stock-based
      compensation under the Financial Accounting Standards Board (FASB)
      Emerging Issues Task Force (EITF) Issue No. 96-18, "Accounting for Equity
      Instruments that are Issued to Other Than Employees for Acquiring, or in
      Conjunction with Selling, Goods or Services". The fair value of the option
      issued is used to measure the transaction, as this is more reliable than
      the fair value of the services received. The fair value is measured at the
      value of the Company's common stock on the date that the commitment for
      performance by the counterparty has been reached or the counterparty's
      performance is complete. The fair value of the equity instrument is
      charged directly to compensation expense and additional paid-in capital.

                                       24
<PAGE>

      I.    REVENUE RECOGNITION

      Revenue is recognized based on AICPA Statement of Position 03-3, if the
      management is reasonably comfortable with expected cash flows. In the
      event, expected cash flows cannot be reasonably estimated, the Company
      will use the "Recovery Method" under which revenues are only recognized
      after the initial investment has been recovered.

      J.    EARNINGS (LOSS) PER SHARE OF COMMON STOCK

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

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

                                         September 30,     September 30,
                                             2005               2004
                                         -----------       -----------

        Net income (loss)                $      --         $    91,090

                                         -----------       -----------
        Weighted-average common shares
        Outstanding (Basic)               15,011,359         8,256,198

        Weighted-average common stock
        Equivalents
          Stock options                      950,000           950,000
          Warrants                         5,300,000         6,500,000
                                         -----------       -----------

        Weighted-average common shares
        Outstanding (Diluted)             21,261,359        15,706,198
                                         ===========       ===========


      The weighted average of common shares for the year ended September 30,
      2005 have been retroactively restated to account for the stock split which
      occurred in fiscal year ending September 30, 2004.

      K.    RECENT ACCOUNT PRONOUNCEMENTS

      In June 2001, the FASB issued Statement No. 142 "Goodwill and Other
      Intangible Assets". This Statement addresses financial accounting and
      reporting for acquired goodwill and other intangible assets and supersedes
      APB Opinion No. 17, Intangible Assets. It addresses how intangible assets
      that are acquired individually or with a group of other assets (but not
      those acquired in a business combination) should be accounted for in
      financial statements upon their acquisition. This Statement also addresses
      how goodwill and other intangible assets should be accounted for after
      they have been initially recognized in the consolidated financial
      statements.

      In October 2003, the American Institute of Certified Public Accountants
      issued Statement of Position ("SOP") 03-03, "Accounting for Loans or
      Certain Securities Acquired in a Transfer." This SOP proposes guidance on
      accounting for differences between contractual and expected cash flows
      from an investor's initial investment in loans or debt securities acquired
      in a transfer if those differences are attributable, at least in part, to
      credit quality. This SOP is effective for loans acquired in fiscal years
      beginning after December 15, 2004. This SOP would limit the revenue that
      may be accrued to the excess of the estimate of expected future cash flows
      over a portfolio's initial cost of accounts receivable acquired. The SOP
      would require that the excess of the contractual cash flows over expected
      cash flows not be recognized as an adjustment of revenue, expense, or on
      the balance sheet. The SOP would freeze the internal rate of return,
      referred to as IRR, originally estimated when the accounts receivable are
      purchased for subsequent impairment testing. Rather than lower the
      estimated IRR if the original collection estimates are not received, the
      carrying value of a portfolio would be written down to maintain the
      original IRR. Increases in expected future cash flows would be recognized
      prospectively through adjustment of the IRR over a portfolio's remaining
      life. The SOP provides that previously issued annual financial statements
      would not need to be restated. Management has decided on the early
      adoption of the application of this SOP.

                                       25
<PAGE>

      In May 2003, the FASB issued SFAS Statement No. 150, "Accounting for
      Certain Financial Instruments with Characteristics of both Liabilities and
      Equity". This statement establishes standards for how an issuer classifies
      and measures certain financial instruments with characteristics of both
      liabilities and equity. It requires that an issuer classify a financial
      instrument that is within its scope as a liability (or an asset in some
      circumstances). This statement is effective for financial instruments
      entered into or modified after May 31, 2003 and otherwise is effective at
      the beginning of the first interim period beginning after June 15, 2003,
      except for mandatory redeemable financial instruments of nonpublic
      entities, if applicable. It is to be implemented by reporting the
      cumulative effect of a change in an accounting principle for financial
      instruments created before the issuance date of the Statement and still
      existing at the beginning of the interim period of adoption. The adoption
      of this statement did not have a significant impact on the Company's
      results of operations or financial position.

      L.    RECLASSIFICATION

      Certain amounts in the September 30, 2004 Financial Statements have been
      reclassified to conform to the 2005 presentation.

NOTE 2- NOTES PAYABLE

      A.    On October 2, 2003, the Company borrowed an additional $20,000 from
            Artemis Equity Hedge Fund Ltd, evidenced by a convertible promissory
            note bearing interest at 7% per annum. The note is due on or before
            March 30, 2004. This note is classified as a short-term note as the
            holder may convert at their discretion. The Company issued in May
            2004, 100,250 shares of common stock to satisfy the debt.

      B.    On December 11, 2003, the Company borrowed an additional $800,000
            from Artemis Equity Hedge Fund Ltd, evidenced by a convertible
            promissory note bearing interest at 5% per annum. The note is due on
            or before March 31, 2004. This note is classified as a short-term
            Note as the holder may convert at their discretion. The note may be
            exchanged into convertible preferred stock with a 5% dividend. The
            preferred stock is convertible at $10 per share. The Company issued
            80,000 shares of preferred stock in June 2004 to satisfy the debt.

      C.    On January 29, 2004 the Company borrowed an additional $5,000 note
            bearing interest at 5% per annum. The note is convertible into
            common stock at $.20 per share. The Company issued in October 2004,
            24,876 shares of common stock to satisfy the debt.

      D.    On June 10, 2005, the Company agreed to repurchase 1,000,000
            warrants at $.10 per warrant. The Company has paid $30,000 and will
            pay the remaining $70,000 over 14 months.

NOTE 3-CONVERTIBLE DEBENTURES PAYABLE

      The $575,000 of convertible debentures outstanding at December 31, 2002
      matures by June 2002, with optional redemptions available in May or June
      2000 at 105% of par. Interest of the debentures accrues at 10% per annum
      and is payable in cash or stock, at the Company's option, on a quarterly
      basis. The debentures can be converted at the holder's option into the
      Company's common stock in its entirety, or in multiples of $1,000, at
      conversion prices equal to the greater of $.54 per share of 75% of the
      closing price per share over the five consecutive trading days immediately
      prior to the date of exercising the conversion right. At September 30,
      2000 and 1999, the Company was not in compliance with its interest
      payments on the debentures. Upon approval of authorization of additional
      shares in accordance with the bankruptcy reorganization, the Company plans
      to issue common stock in exchange for discharge of debt. The debenture was
      converted into 9,340,593 shares pursuant to the approved bankruptcy plan.
      As of March 31, 2004 this debt was converted into common shares according
      to the bankruptcy reorganization.

NOTE 4-STOCK OPTIONS

      In April 2004, the Company adopted a stock option plan upon approval by
      the shareholders art the Annual General Meeting under which selected
      eligible key employees of the Company are granted the opportunity to
      purchase shares of the Company's common stock. The plan provides that
      2,500,000 shares of the Company's authorized common stock be reserved for
      issuance under the plan as either incentive stock options or non-qualified
      options. Options are granted at prices not less than 100 percent of the
      fair market value at the end of the date of grant and are exercisable over
      a period of ten years or a long as that person continues to be employed or
      serve on the on the Board of Directors, whichever is shorter. At September
      30, 2005, the Company had 950,000 options outstanding under this plan.

                                       26
<PAGE>

NOTE  5-INCOME TAXES

      The income tax accounting reported within these statements is summarized
      as follows:

                                        September 30,   September 30,
                                             2005            2004
                                        -------------   -------------
      Provision

      Current:
           Federal                      $         --    $    (30,038)
           State and Local                        --          (9,000)
                                        -------------   -------------

              Total Current                       --         (39,038)

      Deferred                                    --              --
                                        -------------   -------------

      Total provision for income taxes  $         --    $    (39,038)
                                        =============   =============

      The Company's effective tax rate is different than what would be expected
      if the statutory rates were applied to "net income (loss) before income
      taxes" primarily because of expenses deductible for financial reporting
      purposes that are not deductible for tax purposes allowed.

      There was no provision for income tax for the year ended September 30,
      2005.

      At September 30, 2005 the Company had an accumulated deficit approximating
      $3,389, available to offset future taxable income through 2023.

                                             September 30,
                                                2005
                                           ---------------

      Deferred tax assets                   $       3,389
      Less: valuation allowance                    (3,389)
                                           ---------------
      Totals                                $
                                           ===============

NOTE 6-STOCK HOLDERS' EQUITY

      COMMON STOCK

      There were 325,000,000 shares of common stock authorized, with 15,555,997
      and 14,845,725 shares issued and outstanding at September 30, 2005 and
      2004, respectively. The par value for the common stock is $.001 per share.

      The following details the stock transactions for the years ended September
      30, 2005 and 2004.

                                       27
<PAGE>

      The Company issued 24,988,534 shares of common stock for $7,178 to
      exercise existing warrants as of December 31, 2003. In addition, the
      Company issued an additional 25,005,733 shares of common stock for
      extinguishment of debt relating to bankruptcy reorganization.

      The Board of Directors approved a 1 for 15 reverse stock split at the
      shareholders meeting on April 21, 2004. the September 30, 2004 shares have
      been retroactively restated to reflect the reverse stock split.

      The Company issued 827,067 shares of common stock at $0.1995 per share in
      May 2004 to discharge a shareholder's loan of $165,000.

      The Company issued 100,250 shares of common stock at $0.1995 per share in
      May 2004 to discharge a $20,000 loan from Artemis Equity Hedge Fund. On
      January 21, 2004 the Company entered into an agreement to acquire General
      Outsourcing Services, Inc., a corporation owned by the Chairman of the
      Company. The Company issued 4,230,000 shares at $0.0014 per share in June
      2004 in consideration of this agreement.

      On January 22, 2004 the Company entered into an employment agreement with
      its President and CEO, Max Khan to issue 4,300,000 shares. The company
      issued 4,300,000 shares of common stock at $.0014 per share in June 2004
      as employment compensation for Mr. Max Khan.

      The company issued 388,408 shares of common stock in exchange for
      consulting services. The 388,408 shares of common stock were issued at
      $0.0014 per share as payment for consulting services.

      The Company issued 24,876 shares of common stock at $.20 per share in
      October 2004 to discharge a shareholders' loan of $5,000.

      The Company issued 200,000 shares of common stock at $.008 per share in
      February 2005 as a conversion of warrants into common stock.

      The Company repurchased 14,684 shares of common stock on June 24, 2005.
      The shares will be retired in August 2005. The shares were repurchased for
      $.10 per share for a total amount of $1,468.

      The Company received $3,750 for the exercise of 500,000 warrants at $.0075
      per share of common stock in June 2005. The Company issued 500,000 shares
      of common stock in August 2005.

      PREFERRED STOCK

      There were 10,000,000 shares of preferred stock authorized, with 80,000
      issued and outstanding as of September 30, 2005 and 2004. The par value
      for the preferred shares is $10 per share.

NOTE 8-SUBSEQUENT EVENTS

      NOTE PAYABLE

      The holder of the Note Payable in the amount of $70,000 also owns
      2,253,000 stock purchase warrants. The holder exercised the options in
      November 2005.at an exercise price of $0.0075 for a total exercise amount
      of $16,897.50. In lieu of payment the holder has agreed to a reduction in
      the Note payable of $16,897.50. The reduction in payment is effective if
      the company continues to pay the holder $5,000 through July 2006 and a
      final payment in August of $3,102.50

      The Company sold a portfolio acquired in March 2005 for $172,872 for
      $112,290. After amortization of the amount collected prior to sale, the
      company suffered a net loss of $11,971. The company retained certain
      paying accounts and is likely to recoup the entire investment.

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

None.

                                       28
<PAGE>

ITEM 8A. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, we conducted an evaluation,
under the supervision and with the participation of our chief executive officer
and chief 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
this evaluation, our chief executive officer and chief financial officer
concluded that our disclosure controls and procedures are effective to ensure
that information required to be disclosed by us in the reports that we file or
submit under the Exchange Act is recorded, processed, summarized and reported,
within the time periods specified in the Commission's rules and forms. There was
no change in our internal controls or in other factors that could affect these
controls during our last fiscal year that has materially affected, or is
reasonably likely to materially affect, our internal control over financial
reporting.

ITEM 8B. OTHER INFORMATION

None.

                                    PART III

ITEM 9.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

The following table sets forth the names, age, and position of each of our
directors and executive officers.

    Name        Age     Present Principal Employment
    ----        ---     ----------------------------
Max Khan        39      Director, President, CEO and CFO
Gobind Sahney   43      Chairman
Steven Lowe     45      Director and Secretary

Set forth below is biographical information for each officer and director.

GOBIND SAHNEY, age 43, 1987 to 2004, Chairman & CEO, Young Entrepreneurs
Society, Inc. (YES) a credit card marketing company.1997 to 2004, Chairman &
President, Sahney & Company, a corporate finance advisory firm. Mr. Sahney is a
lifetime member of the National Eagle Scout Association; member Babson College
Board of Trustees; the Babson College Asian Advisory Board; Mr. Sahney is a
graduate of Babson College with dual degrees in Finance and Accounting. Born in
1961, Mr. Sahney lives in San Diego and has 2 children.

MAX KHAN, age 39, has been in the financial industry since 1987. He began his
career as a financial consultant in New York. Mr. Khan founded Alliance Global
Finance Inc. in 1992 with focus on corporate finance and investment banking. Mr.
Khan served as president of Alliance Global Finance from 1991 through October
2003. Mr. Khan is also the co-founder of NewTrad Investors Inc., a hedge fund
advisory firm specializing in advising Japanese institutions in their
diversification into alternative assets. Mr. Khan has a Bachelors Degree in
Accounting and Economics from City University of New York and MBA from Pace
University (New York). He is married with 2 children and lives in New York.

Steven Lowe, age 45, is a practicing attorney. He is the founder of Lowe Law.
Mr. Lowe graduated from Vanderbilt University and received his JD from
University of Connecticut School of Law.

SECTION 16(A) BENEFICIAL OWNERSHIP REPORTING COMPLIANCE

Section 16(a) of the Exchange Act requires the Company's directors, executive
officers and persons who own more than ten percent of the Company's outstanding
Common Stock to file with the SEC and the Company reports on Form 4 and Form 5
reflecting transactions affecting beneficial ownership. Based solely on a review
of the copies of the reports furnished to us, or written representations that no
reports were required to be filed, we believe that during the fiscal year ended
September 30, 2005 all Section 16(a) filing requirements applicable to our
directors, officers, and greater than 10% beneficial owners were complied with.


ITEM 10. EXECUTIVE COMPENSATION

The following table sets forth all compensation awarded, earned or paid for
services rendered in all capacities to us during fiscal years 2004 and 2005 to:

                                       29
<PAGE>

      o     Each person who served as our chief executive officer during 2004;
            and

      o     Our other executive officers whose total annual salary and bonus in
            2004 exceeded $100,000.


<TABLE>
<CAPTION>
                                                                               Long-Term
                                             Salary       Bonus            Compensation Awards:
Name and Principal Position      Year       Annual Compensation        Securities Underlying Options
---------------------------      ----       -------------------        -----------------------------
<S>                              <C>         <C>                                 <C>
Max Khan                         2004        $ 100,000    None                   $150,000
CEO & CFO                        2005        $ 100,000    None                     None
Gobind Sahney, Chairman          2004        $ 100,000    None                   $150,000
                                 2005        $       -    None                     None
</TABLE>

EMPLOYMENT AND SEPARATION AGREEMENT

The Company has an employment agreement with Max Khan. The employment agreement
is for a term of 3years and provides that Mr. Khan is entitled to receive
$180,000in annual compensation. There are no separation agreements.



ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
         RELATED STOCKHOLDER MATTERS

The following table sets forth information at September 30, 2005 concerning
ownership of the Company's common shares by each director and executive officer
and each person who owns of record, or is known to the Company to own
beneficially, more than five percent of the Company's common shares.

NAME AND ADDRESS            AMOUNT AND NATURE OF
BENEFICIAL OWNER            BENEFICAL OWNERSHIP            PERCENT OF CLASS
----------------            -------------------            ----------------
Gobind Sahney                       870,000                      5.80%
Lisa Sahney Trust                 1,740,000                     11.59%
Max Khan                          2,900,000                     19.31%
Mehtab Sultana                    1,300,000                      8.66%
Steven Lowe (1)                     50,000
Claudia DiNatale                  4,437,326                     29.56%

All Directors and Officers
  as a group (3 persons)          3,820,000                     25.45%

(1) Represents fully vested options granted in 2004.

ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None.

ITEM 13. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Audit and Non-Audit Fees

Aggregate fees for professional services rendered for the Company by Bagell,
Josephs & Company, L.L.C for the fiscal years ended September 30, 2005 and 2004
are set forth below. The aggregate fees included in the Audit category are fees
billed for the fiscal years for the audit of the Company's annual financial
statements and review of financial statements and statutory and regulatory
filings or engagements. The aggregate fees included in each of the other
categories are fees billed in the fiscal years. (All references to "$" in this
Proxy Statement are to United States dollars.)

                                       30
<PAGE>

                     Fiscal Year Ending         Fiscal Year Ending
                     September 30, 2005         September 30, 2004

Audit Fees                 $20,000                    $15,000

Audit Related Fees         $ 5,500                    $ 5,000

Tax Fees                   $     0                    $ 1,000

All Other Fees             $     0                    $     0

Total                      $25,500                    $21,000


Audit Fees for the fiscal years ended September 30, 2005 and 2004 were for
professional services rendered for the audits of the consolidated financial
statements of the Company, quarterly review of the financial statements included
in Quarterly Reports on Form 10-QSB, consents, and other assistance required to
complete the year end audit of the consolidated financial statements.

Audit-Related Fees as of the fiscal years ended September, 2005 and 2004 were
for assurance and related services reasonably related to the performance of the
audit or review of financial statements and not reported under the caption Audit
Fees.

Tax Fees as of the fiscal years ended September 30, 2005 and 2004 were for
professional services related to tax compliance, tax authority audit support and
tax planning.

 There were no fees that were classified as All Other Fees as of the fiscal
years ended September, 2005 and 2004.

 As the Company does not have a formal audit committee, the services described
above were not approved by the audit committee under the de minimus exception
provided by Rule 2-01(c)(7)(i)(C) under Regulation S-X. Further, as the Company
does not have a formal audit committee, the Company does not have audit
committee pre-approval policies and procedures

ITEM 14. EXHIBITS

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

Exhibit
Number            Description
-------           -----------
  31.1            Certification pursuant to Exchange Act Rules 13a-14 and 15d-14
                  as adopted pursuant to Section 302 of the Sarbanes-Oxley Act
                  of 2002.

  32.1            Certification pursuant to 18 U.S.C. Section 1350, as adopted
                  pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.


                                       31
<PAGE>


SIGNATURES

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

                                RECEIVABLE  ACQUISITION & MANAGEMENT CORPORATION




                                    /s/   Max Khan
                                    ---------------
                                    By:   Max Khan
                                    Chief Executive Officer,
                                    Chief Financial/Accounting Officer, and

                                    Director
                                    Date: December 28,, 2005


















                                       32

<PAGE>

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



                                     /s/   Max Khan
                                     --------------
                                     By:   Max Khan
                                     Chief Executive/Accounting Officer,
                                     Chief Financial Officer and Director
                                     Date: December 28, 2005



                                     /s/   Gobind Sahney
                                     -------------------
                                     By:   Gobind Sahney
                                     Chairman of the Board
                                     Date: December 28, 2005



                                     /s/   Steven Lowe
                                     -----------------
                                     By:   Steven Lowe
                                     Director
                                     Date: December 28, 2005









                                       33