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

                                    Form 10-QSB

(Mark One)

[x]  Quarterly Report under Section 13 or 15(d) of the Securities
     Exchange Act of 1934

     For the quarterly period ended June 30, 2005.
 --------------------------------------------------------------------------

[ ]  Transition Report under Section 13 or 15(d)of the Exchange Act For the
     Transition Period from ________  to  ___________
 --------------------------------------------------------------------------

                     Commission File Number: 000-50344
 --------------------------------------------------------------------------

                          Neighborhood Connections, Inc.
             --------------------------------------------------
               (Name of Small Business Issuer in its charter)

             Nevada                             16-1630142
 -------------------------------    ----------------------------------
(State or other jurisdiction of     I.R.S. Employer Identification No.
incorporation or organization)

           3118 West Parkwood Avenue, Pmb 111, Webster, TX 77598
           -----------------------------------------------------
           (Address of principal executive offices)  (Zip Code)

                               (281) 554-9560
                         --------------------------
                         Issuer's Telephone Number

Check whether the issuer (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act of 1934 during the past 12
months (or 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 [ ]

               APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
                    PROCEEDING DURING THE PRECEDING FIVE YEARS


Check whether the Registrant filed all documents and reports required to
be filed by Section 12, 13 or 15(d) of the Exchange Act after the
distribution of securities under a plan confirmed by a court.

                                         Yes [ ]     No [ ]

                    APPLICABLE ONLY TO CORPORATE ISSUERS

Common Stock, $0.001 par value per share, 60,000,000 shares authorized,
6,420,000 issued and outstanding as of June 30, 2005.  Preferred Stock,
$0.001 par value per share, 15,000,000 shares authorized, none issued nor
outstanding as of June 30, 2005.



Traditional Small Business Disclosure Format (check one)

                                        Yes [  ] No [X]


                                        1

<PAGE>



PART I.  FINANCIAL INFORMATION

Item 1.   Financial Statements.................................    3
          Independent Accountants' Review Report...............    4
          Balance Sheet (unaudited)............................    5
          Statements of Operations (unaudited).................    6
          Statements of Cash Flows (unaudited).................    7
          Notes to Financial Statements........................   8-9

Item 2.  Management's Discussion and Analysis of Plan
           of Operation........................................   10

Item 3.   Controls and Procedures..............................   14



PART II. OTHER INFORMATION

Item 1.   Legal Proceedings....................................   15

Item 2.   Changes in Securities and Use of Proceeds............   15

Item 3.   Defaults upon Senior Securities......................   15

Item 4.   Submission of Matters to a Vote
           of Security Holders.................................   15

Item 5.   Other Information.....................................  15

Item 6.   Exhibits and Reports on Form 8-K......................  15

Signatures......................................................  16

                                     2

<PAGE>



PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

As prescribed by Item 310 of Regulation S-B, the independent auditor has
reviewed these unaudited interim financial statements of the registrant
for the six months ended June 30, 2005.  The financial statements reflect
all adjustments which are, in the opinion of management, necessary to a fair
statement of the results for the interim period presented.  The unaudited
financial statements of registrant for the six months ended June 30, 2005,
follow.



                                         3

<PAGE>




Beckstead and Watts, LLP
----------------------------
Certified Public Accountants
                                                2425 W. Horizon Ridge Parkway
                                                          Henderson, NV 89052
                                                             702.257.1984 tel
                                                             702.362.0540 fax

                    INDEPENDENT ACCOUNTANTS' REVIEW REPORT

Board of Directors
Neighborhood Connections, Inc.
(a Development Stage Company)

We have reviewed the accompanying balance sheet of Neighborhood Connections,
Inc. (a Nevada corporation)(a development stage company) as of June 30, 2005,
and the related statements of operations for the three and six month periods
ended June 30, 2005 and 2004 and for the period September 18, 2002 (Inception)
to June 30, 2005, and statements of cash flows for the six months ended June
30, 2005 and 2004 and for the period September 18, 2002 (Inception) to June 30,
2005.  These financial statements are the responsibility of the Company's
management.

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

Based on our reviews, we are not aware of any material modifications that
should be made to the accompanying financial statements referred to above for
them to be in conformity with generally accepted accounting principles in the
United States of America.

The accompanying financial statements have been prepared assuming the Company
will continue as a going concern.  As discussed in Note 2 to the financial
statements, the Company has had limited operations and has not commenced
planned principal operations.  This raises substantial doubt about its ability
to continue as a going concern.  Management's plans in regard to these matters
are also described in Note 2.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

Beckstead and Watts, LLP has previously audited, in accordance with generally
accepted auditing standards established by the Public Company Accounting
Oversight Board (United States), the balance sheet of Neighborhood Connections,
Inc. (a development stage company) as of December 31, 2004, and the related
statements of operations, stockholders' equity, and cash flows for the year
then ended (not presented herein) and in our report dated February 24, 2005, we
expressed an unqualified opinion on those financial statements.

/s/ Beckstead and Watts, LLP
----------------------------
    Beckstead and Watts, LLP

August 17, 2005

                                   4
<PAGE>


                        Neighborhood Connections, Inc.
                         (a Development Stage Company)
                                 Balance Sheet
                                  (unaudited)


<TABLE>
<CAPTION>

Balance Sheet


                                                                  June 30,
                                                                   2005
                                                               -------------
<S>                                                            <C>
Assets

Current assets:
   Cash and equivalents                                        $      2,245
                                                               -------------
     Total current assets                                             2,245
                                                               -------------
     Total assets                                              $      2,245
                                                               =============


Liabilities and Stockholders' Equity

Current liabilities:                                                      -
                                                               -------------

Stockholders' equity:
  Series A preferred stock, $0.001 par value, 5,000,000 shares
   authorized, zero shares issued or outstanding                          -
  Series B preferred stock, $0.001 par value, 5,000,000 shares
   authorized, zero shares issued or outstanding                          -
  Series C preferred stock, $0.001 par value, 5,000,000 shares
   authorized, zero shares issued or outstanding                          -
  Common stock, $0.001 par value, 60,000,000 shares authorized,
   6,420,000 shares issued and outstanding                            6,420
  Additional paid-in capital                                         19,880
  (Deficit) accumulated during development stage                    (24,055)
                                                               -------------
                                                                      2,245
                                                               -------------
                                                               $      2,245
                                                               =============
</TABLE>

  The accompanying Notes are an integral part of these financial statements.

                                      5

<PAGE>




                         Neighborhood Connections, Inc.
                        (a Development Stage Company)
                           Statements of Operations
       For the Three and Six Month Periods Ending June 30, 2005 and 2004
      and For the Period September 18, 2002 (Inception) to June 30, 2005
                                 (unaudited)


<TABLE>
<CAPTION>

Statements of Operations


                  Three Months Ending     Six Months Ending    Sept. 18, 2002
                         June 30,             June 30,         (Inception) to
                  --------------------  --------------------       June 30,
                     2005       2004       2005       2004           2005
                  ---------  ---------  ---------  ---------  -----------------
<S>               <C>        <C>        <C>       <C>           <C>
Revenue           $      -   $      -   $      -  $   1,050     $       1,050
                  --------   --------  ---------  ---------     -------------

Expenses:
  Organizational
   costs                 -          -          -          -             1,821
  General and
    administrative
    expenses -
    related party        -          -          -          -             2,425
  General and
    administrative
    expenses         1,030         73     3,089         954            17,259
                  --------   --------  ---------  ---------    ---------------
  Total expenses     1,030         73     3,089         954            21,505
                  --------   --------  ---------  ---------    ---------------
Loss on investment       -          -         -       3,600             3,600
                  --------   --------  ---------  ---------    ---------------
Net (loss)        $ (1,030)  $    (73) $ (3,089)  $  (4,554)   $      (24,055)
                  ========   ========= =========  ==========   ===============

Weighted average
  number of
  common shares
  outstanding     6,420,000  6,420,000  6,420,000  6,420,000
                  =========  =========  =========  =========

Net (loss)
  per share       $ (0.00)   $ (0.00)  $  (0.00)  $  (0.00)
                  ========   ========  =========  =========
</TABLE>

  The accompanying Notes are an integral part of these financial statements.

                                     6
<PAGE>



                         Neighborhood Connections, Inc.
                         (a Development Stage Company)
                            Statements of Cash Flows
             For the Six Month Period Ending June 30, 2005 and 2004
       and For the Period September 18, 2002 (Inception) to June 30, 2005

<TABLE>
<CAPTION>

Statements of Cash Flows
                                     Six Months Ending      September 18, 2002
                                          June 30,            (Inception) to
                                  ------------------------       June 30,
                                     2005         2004             2005
                                  -----------  -----------  ------------------
<S>                               <C>          <C>            <C>
Cash flows from operating activities
Net (loss)                        $   (3,089)  $   (4,554)    $       (24,055)
Adjustments to reconcile net
 (loss) to net cash (used) by
 operating activities:
                                  -----------  -----------  ------------------
Net cash (used) by operating
 activities                           (3,089)      (4,554)            (24,055)
                                  -----------  -----------    ----------------

Cash flows from investing activities
Net cash used by investing
  Activities                               -            -                   -
                                  -----------  -----------  ------------------


Cash flows from financing activities
 Contributed capital                   5,100            -              26,300
                                  -----------  -----------    ---------------
Net cash provided by financing
 activities                            5,100            -              26,300
                                  -----------  -----------    ---------------

Net increase in cash                   2,011       (4,554)              2,245
Cash - beginning                         234        4,648                   -
                                  -----------  -----------    ---------------
Cash - ending                     $    2,245   $       94     $         2,245
                                  ===========  ===========    ===============

Supplemental disclosures:
  Interest paid                   $        -   $        -     $             -
                                  ===========  ===========    ===============
  Income taxes paid               $        -   $        -     $             -
                                  ===========  ===========    ===============
</TABLE>


  The accompanying Notes are an integral part of these financial statements.

                                     7
<PAGE>



                        NEIGHBORHOOD CONNECTIONS, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES
                                  (UNAUDITED)


NOTE 1 - BASIS OF PRESENTATION

The  condensed  interim  financial  statements  included  herein,  presented in
accordance  with  United  States  generally accepted accounting principles  and
stated  in  US  dollars, have been prepared  by  the  Company,  without  audit,
pursuant  to  the  rules   and  regulations  of  the  Securities  and  Exchange
Commission.  Certain information  and footnote disclosures normally included in
financial statements prepared in accordance  with generally accepted accounting
principles  have  been  condensed  or  omitted  pursuant   to  such  rules  and
regulations, although the Company believes that the disclosures are adequate to
make the information presented not misleading.

These  statements  reflect  all  adjustments,  consisting  of normal  recurring
adjustments,  which  in  the  opinion  of  management  are necessary  for  fair
presentation of the information contained therein.  It is  suggested that these
condensed  interim  financial  statements  be  read  in  conjunction  with  the
financial statements of the Company for the year ended December  31,  2004  and
notes  thereto  included  in  the  Company's 10-KSB annual report.  The Company
follows the same accounting policies in the preparation of interim reports.

Results  of operation for the interim  period  are  not  indicative  of  annual
results.

NOTE 2 - GOING CONCERN

These financial  statements  have  been  prepared  in accordance with generally
accepted   accounting   principles  applicable  to  a  going   concern,   which
contemplates the realization  of assets and the satisfaction of liabilities and
commitments in the normal course  of business. As at June 30, 2005, the Company
has recognized minimal revenue to date  and has accumulated operating losses of
approximately $24,055 since inception. The  Company's  ability to continue as a
going  concern  is  contingent  upon  the successful completion  of  additional
financing  arrangements and its ability  to  achieve  and  maintain  profitable
operations.   Management plans to raise equity capital to finance the operating
and capital requirements  of  the  Company.   Amounts  raised  will  be used to
further  development  of  the  Company's  products,  to  provide  financing for
marketing and promotion, to secure additional property and equipment,  and  for
other  working  capital  purposes.   While  the  Company  is expending its best
efforts  to  achieve  the  above  plans,  there is no assurance that  any  such
activity will generate funds that will be available for operations.

These  conditions  raise  substantial  doubt about  the  Company's  ability  to
continue as a going concern.  These financial  statements  do  not  include any
adjustments that might arise from this uncertainty.



                                   8

<PAGE>

                        NEIGHBORHOOD CONNECTIONS, INC.
                         (A DEVELOPMENT STAGE COMPANY)
                                     NOTES
                                  (UNAUDITED)


NOTE 3 - RELATED PARTY TRANSACTIONS

The  Company  does not lease or rent any property.  A director provides  office
services without charge.  Such costs are immaterial to the financial statements
and, accordingly,  have not been reflected therein.  The officers and directors
of the Company are involved  in  other  business  activities  and  may,  in the
future,  become  involved  in  other  business  opportunities.   If  a specific
business  opportunity  becomes  available, such persons may face a conflict  in
selecting between the Company and  their other business interests.  The Company
has not formulated a policy for the resolution of such conflicts.

NOTE 4 - STOCKHOLDERS' EQUITY

For the three months ending June 30,  2005,  there  have  been  no issuances of
common and or preferred stock.  An officer donated $3,100 to cover general and
administrative expenses during the three (3) months ended June 30, 2005.

NOTE 5 - SUBSEQUENT EVENTS

On July 15, 2005, the Company entered into an agreement with Lpath Therapeutics
Inc. ("Lpath") whereby the Company will transfer one share of its $0.001 par
value common stock in exchange for the transfer and cancellation of each share
of Lpath's $0.001 par value common stock.  The Company will exchange one common
stock purchase warrant for each Lpath common stock purchase warrant issued and
outstanding prior to the acquisition closing date.  The acquisition's closing
date has not been finalized and will not occur prior to or on September 30,
2005.  The acquisition will be accounted for using the purchase method of
accounting as applicable to reverse acquisitions because the former
stockholders of Lpath will control the Company's common stock immediately upon
conclusion of the transaction.  Under reverse acquisition accounting, the post-
acquisition entity will be accounted for as a recapitalization of the Company.
The common stock issued will be recorded at the net book value of the Company's
assets on the acquisition date.  As a result of the merger, the financial
statements for all periods prior to the merger will be those of Lpath.

                                     9
<PAGE>




Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS

Neighborhood Connections, Inc. (the "Registrant") is a development stage pay
telephone service company which provides management for the collection of pay
telephone coin revenues.

For the six month period ended June 30, 2005, the Company did not recognize
any revenue and has accumulated operating losses of approximately $24,055 since
inception.  The Company's ability to continue as a going concern is contingent
upon the successful completion of additional financing arrangements and its
ability to achieve and maintain profitable operations.  The financial
statements have been prepared assuming the Company will continue to operate as
a going concern which contemplates the realization of assets and the
settlement of liabilities in the normal course of business.  No adjustment
has been made to the recorded amount of assets or the recorded amount or
classification of liabilities which  would be required if the Company
were unable to continue its operations.

Results of Operations
---------------------

For the six months ended June 30, 2005, the Company generated no revenues
as compared to no revenues for the same period last year.  For the three
months ended June 30, 2005, the Company incurred a net loss of $(1,030) as
compared to net loss of $(73) for the same period last year.  For the six
months ended June 30, 2005, the Company incurred a net loss of $(3,089) as
compared to net loss of $(4,554) for the same period last year.  The decrease
in net loss can be attributed to impairment of goodwill incurred last year.
Since the Company's inception the Company has lost $24,055.


Plan of Operation
-----------------

Management does not believe that the Company will be able to generate
significant profit during the coming year, unless the company can define
a better strategy to market its pay telephone services.  Management does
not believe the company will generate any significant profit in the near
future, as placements for pay telephone systems are almost non-existent.


Liquidity and Capital Resources
-------------------------------

The Company is authorized to issue 60,000,000 shares of its $0.001 par value
common stock and 15,000,000 shares of its $0.001 par value preferred stock.

On September 18, 2002, the Company issued 5,000,000 shares of its $.001 par
value common stock for cash of $5,000.

On June 30, 2003, the Company issued 1,420,000 shares of its $0.001 par value
common stock at $0.01 per share for cash of $14,200.  The shares were issued
pursuant to a Securities and Exchange Commission Rule 504 offering.  Of the
total, $1,420 is considered common stock, and $12,780 is considered additional
paid-in capital.

                                    10
<PAGE>

On May 1, 2003, Neighborhood was issued a permit to sell securities by the
State of Nevada, pursuant to our application for registration by qualification
of our offering of Common Stock in that state (See Exhibit 99 "Notice of
Effectiveness").  The application for registration by qualification was filed
pursuant to the provisions of NRS 90.490, which requires the public filing and
delivery to investors of a substantive disclosure document before sale.  On
June 30, 2003, Neighborhood completed a private offering of shares of our
common stock pursuant to Regulation D, Rule 504 of the Securities Act of 1933,
as amended, and the registration by qualification of said offering in the
State of Nevada, whereby Neighborhood sold 1,420,000 shares of Common Stock
for an accumulated total of $14,200 to approximately 40 unaffiliated
shareholders of record, none of whom were or are officers, directors or
affiliates of the Company.  The entire offering was conducted exclusively in
the State of Nevada, pursuant to the permit issued by the State of Nevada.
The Company filed an original Form with the Securities and Exchange Commission
on or about July 7, 2003.

As of June 30, 2005, therefore, the number of common shares issued and
outstanding is six million four hundred twenty thousand (6,420,000).

The Company does not have any preliminary agreements or understandings
between the company and its stockholders/officers and directors with
respect to loans or financing to operate the company.  The Company
currently has no arrangements or commitments for accounts and accounts
receivable financing.


Recent Event
------------

On July 15, 2005, the Registrant entered into an Agreement and Plan of
Reorganization with Lpath Therapeutics, Inc., a Delaware corporation, pursuant
to which Lpath will be merged with Neighborhood Connections Acquisition
Corporation, a Nevada corporation, a wholly owned subsidiary of the Registrant
with no assets or liabilities formed solely for the purpose of facilitating
the merger.

If the merger is completed, the stockholders of Lpath will own a substantial
majority of the outstanding shares of the Registrant's Class A Common Stock.

The merger is contingent upon, among other things, Lpath raising capital,
through a Private Placement Offering, of a minimum of $4 million on or before
September 30, 2005, or at such date as may be determined by the parties hereto,
provided, however that Lpath shall have the right at any time prior to
September 30, 2005 to extend the date of the Closing until a subsequent date,
but no later than November 30, 2005.  If funding does not take place by the
deadline, the agreement may be terminated at the discretion of either party.
There are no assurances that Lpath will be able to raise the minimum funding
requirements.


                                   11

<PAGE>




Market For Company's Common Stock

(i) Market Information
-----------------------

(1)  On or about January 28, 2003, the common stock of the Company was cleared
for trading on the National Quotation Bureau "Pink Sheets."  On or about
April 20, 2005, the common stock of the Company was cleared for trading on the
OTC-Bulletin Board.  No shares have traded since the Company began trading.

(2)(i)  There is currently no Common Stock which is subject to outstanding
options or warrants to purchase, or securities convertible into, the Company's
Common Stock.

(ii)  There is currently no common Stock of the Company which could be sold
under Rule 144 under the Securities Act of 1933, as amended, or that the
registrant has agreed to register for sale by the security holders.

(iii)  There is currently no common equity that is being or is proposed to be
publicly offered by the registrant, the offering of which could have a material
effect on the market price of the issuer's common equity.

(iv)  The Company did not repurchase any of its shares during the first nine
months of the fiscal year covered by this report.


(ii) Dividends
--------------

Holders of common stock are entitled to receive such dividends as the board
of directors may from time to time declare out of funds legally  available for
the payment of dividends. No dividends have been paid on our common stock, and
we do not anticipate paying any dividends on our common stock in the foreseeable
future.



                                      12
<PAGE>




Forward-Looking Statements
--------------------------

This Form 10-QSB includes "forward-looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of
the Securities Exchange Act of 1934, as amended.  All statements, other than
statements of historical facts, included or incorporated by reference in this
Form 10-QSB which address activities, events or developments which the Company
expects or anticipates will or may occur in the future, including such things
as future capital expenditures (including the amount and nature thereof),
finding suitable merger or acquisition candidates, expansion and growth of the
Company's business and operations, and other such matters are forward-looking
statements.  These statements are based on certain assumptions and analyses
made by the Company in light of its experience and its perception of
historical trends, current conditions and expected future developments as
well as other factors it believes are appropriate in the circumstances.

However, whether actual results or developments will conform with the
Company's expectations and predictions is subject to a number of risks and
uncertainties, general economic  market and business conditions; the business
opportunities (or lack thereof) that may be presented to and pursued by the
Company; changes in laws or regulation; and other factors, most of which
are beyond the control of the Company.

This Form 10-QSB contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology, such as "believes,"
"anticipates," "expects," "estimates," "plans," "may," "will," or similar
terms. These statements appear in a number of places in this Registration and
include statements regarding the intent, belief or current expectations of
the Company, its directors or its officers with respect to, among other
things: (i) trends affecting the Company's financial condition or results of
operations for its limited history; (ii) the Company's business and growth
strategies; and, (iii) the Company's financing plans.  Investors are cautioned
that any such forward-looking statements are not guarantees of future
performance and involve significant risks and uncertainties, and that actual
results may differ materially from those projected in the forward-looking
statements as a result of various factors.  Factors that could adversely
affect actual results and performance include, among others, the Company's
limited operating history, dependence on continued growth in the irrigation
industry, potential fluctuations in quarterly operating results and expenses,
government regulation dealing with irrigation systems, technological change
and competition.

Consequently, all of the forward-looking statements made in this Form 10-QSB
are qualified by these cautionary statements and there can be no assurance
that the actual results or developments anticipated by the Company will be
realized or, even if substantially realized, that they will have the expected
consequence to or effects on the Company or its business or operations.  The
Company assumes no obligations to update any such forward-looking statements.


                                      13
<PAGE>




Item 3.  Controls and Procedures

As of the end of the period covered by this report, the Company conducted an
evaluation, under the supervision and with the participation of the principal
executive officer and principal financial officer, of the Company's disclosure
controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the
Securities Exchange Act of 1934 (the "Exchange Act")).  Based on this
evaluation, the principal executive officer and principal financial officer
concluded that the Company's disclosure controls and procedures are effective
to ensure that information required to be disclosed by the Company in reports
that it files or submits under the Exchange Act is recorded, processed,
summarized and reported within the time periods specified in Securities and
Exchange Commission rules and forms.  There was no change in the Company's
internal control over financial reporting during the Company's most recently
completed fiscal quarter that has materially affected, or is reasonably likely
to materially affect, the Company's internal control over financial reporting.

                                      14
<PAGE>


                       PART II OTHER INFORMATION

ITEM 1.  Legal Proceedings

The Company is not a party to any legal proceedings.

ITEM 2.  Changes in Securities and Use of Proceeds

None.

ITEM 3.  Defaults upon Senior Securities

None.


ITEM 4.  Submission of Matters to a Vote of Security Holders

During the quarter ended, no matters were submitted to the Company's
security holders.

ITEM 5.  Other Information

None.

ITEM 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits


  Exhibit
  Number        Title of Document
  -----------------------------------------------

    31.1     Certifications of the Chief Executive Officer and Chief Financial
             Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

    32.1     Certifications of Chief Executive  Officer and Chief Financial
             Officer pursuant to 18 U.S.C.  Section 1350 as adopted pursuant
             to Section 906 of the Sarbanes-Oxley Act of 2002


(b)  Reports on Form 8-K

The Company filed a Current Report dated July 15, 2005, pursuant to Item
1.01 ("Entry into a Material Definitive Agreement").



                                      15


<PAGE>



                                   SIGNATURES

In accordance with Section 12 of the Securities Exchange Act of 1934, the
registrant caused this registration statement to be signed on its behalf by
the undersigned, thereunto duly authorized.

                                      NEIGHBORHOOD CONNECTIONS, INC.
                                      ------------------------------
                                             (Registrant)


Dated:  August 19, 2005                By:  /s/ Ruth Selmon
        ---------------                --------------------------------
                                                Ruth Selmon
                                                Chief Executive Officer
                                                Chief Financial Officer


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


                                        NEIGHBORHOOD CONNECTIONS, INC.

Date: August 19, 2005                   By: /s/ Ruth Selmon
      ---------------                   -------------------------------
                                                Ruth Selmon
                                                Chief Executive Officer



                                    16


<PAGE>