U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-QSB  x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended June 30, 2005  o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from  Commission File No. 000-50413  355, INC. (Exact name of small business issuer as specified in its charter)  Delaware
98-0407797(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer Identification No.)  711 N. 1st Avenue Arcadia, California 91006 (Address of Principal Executive Offices)  (626) 641-5620 (Issuers telephone number)  (Former name, address and fiscal year, if changed since last report)  Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days.   YesxNoo  Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by a court.   YesxNoo  State the number of shares outstanding of each of the issuers classes of common equity, as of August 22, 2005: 100,000 shares of common stock.            355, INC. FINANCIAL STATEMENTS  INDEX  PART I-- FINANCIAL INFORMATION  Item 1.
Financial Statements  Item 2.
Managements Discussion and Analysis of Financial Condition  Item 3.
Control and Procedures  PART II-- OTHER INFORMATION  Item 1.
Legal Proceedings  Item 2.
Changes in Securities  Item 3.
Defaults Upon Senior Securities  Item 4.
Submission of Matters to a Vote of Security Holders  Item 5.
Other Information  Item 6.
Exhibits and Reports on Form 8-K  SIGNATURE  Item 1. Financial Information  BASIS OF PRESENTATION  The accompanying reviewed financial statements are presented in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-QSB and item 310 under subpart A of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal occurring accruals) considered necessary in order to make the financial statements not misleading, have been included. Operating results for the six months ended June 30, 2005 are not necessarily indicative of results that may be expected for the year ending December 31, 2005. The financial statements are presented on the accrual basis.         355, INC. (a development stage company)  FINANCIAL STATEMENTS   AS OF JUNE 30, 2005  TABLE OF CONTENTS  355, Inc. (a development stage company) Financial Statements    FINANCIAL STATEMENTS
Page #    Balance Sheet
F-1   Statement of Operations and Retained Deficit
F-2   Statement of Stockholders Equity
F-3   Cash Flow Statement
F-4   Notes to the Financial Statements
F-5                355, INC. (a development stage company) BALANCE SHEET As of June 30, 2005 and December 31, 2004  ASSETS  CURRENT ASSETS
June 30,

2005
December 31,

2004Cash
$
0
$
0TOTAL ASSETS
$
0
$
0LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIESAccrued expenses
$
2,900
$
2,200TOTAL LIABILITIES

2,900

2,200STOCKHOLDERS EQUITYCommon Stock - par value $0.001;50,000,000 shares authorized;100,000 issued and outstanding

100

100Additional paid in capital

0

0Accumulated Deficit

(3,000)

(2,300)Total stockholders equity

(2,900)

(2,200)TOTAL LIABILITIES AND EQUITY
$
0
$
0  The accompanying notes are an integral part of these financial statements.  F-1             355, INC. (a development stage company) STATEMENT OF OPERATIONS For the six months ended June 30, 2005 and 2004, and from inception (September 19, 2003) through June 30, 2005  Six Months

Ended
Six Months

Ended
From Inception

ThroughJune 30, 2005
June 30, 2004
To June 30, 2005REVENUESales
$
0
$
0
$
0Cost of sales

0

0

0GROSS PROFIT

0

0

0GENERAL AND ADMINISTRATIVE EXPENSES

700

500

3,000NET LOSS

(700)

(500)

(3,000)ACCUMULATED DEFICIT, BEGINNING BALANCE

(2,300)

(800)

0ACCUMULATED DEFICIT, ENDING BALANCE
$
(3,000)
$
(1,300)
$
(3,000)NET EARNINGS PER SHAREBasic Earnings Per ShareNet loss per share

(*)

(*)Weighted AverageCommon Shares Outstanding

100,000

100,000  (*)  less than $.01         355, INC. (a development stage company) STATEMENT OF OPERATIONS For the three months ended June 30, 2005 and 2004   Three Months
Three MonthsJune 30, 2005
June 30, 2004REVENUESales
$
0
$
0Cost of sales

0

0GROSS PROFIT

0

0GENERAL AND ADMINISTRATIVE EXPENSES

350

250NET LOSS

(350)

(250)   The accompanying notes are an integral part of these financial statements. F-2           355, INC. STATEMENT OF STOCKHOLDERS EQUITY From inception (September 19, 2003) through June 30, 2005  SHARES
COMMON STOCK
ADDITIONAL

PAID IN
ACCUMULATED DEFICIT
TOTALStock issued on acceptance Of incorporation expenses September 19, 2003
100,000
$
100
$
0
$
0
$
100Net loss





$
(1,050)

(1,050)Total at December 31, 2003
100,000

100

0

(1,050)

(950)Net loss






(1,250)

(1,250)Total at December 31, 2004
100,000

100

0

(2,300)

(2,200)Net loss






(700)

(700)Total at June 30, 2005
100,000
$
100
$
0
$
(3,000)
$
(2,900)  The accompanying notes are an integral part of these financial statements. F-3                355, INC. (a development stage company) STATEMENT OF CASH FLOWS (a development stage company) For the six months ended June 30, 2005 and 2004 and from inception (September 19, 2003) through March 31, 2005   CASH FLOWS FROM OPERATING ACTIVITIES
Six Months Ended

June 30, 2005
Six Months Ended

June 30, 2004
From Inception Through

June 30, 2005Net income (loss)
$
(700)
$
(500)
$
(3,000)Increases (Decrease) in accrued expenses

700

500

2,900Stock issued on incorporation expenses

0

0

100NET CASH PROVIDED OR (USED) IN OPERATIONS

0

0

0CASH FLOWS FROM INVESTING ACTIVITIESNone

0

0

0CASH FLOWS FROM FINANCING ACTIVITIESNoneCASH RECONCILIATIONNet increase (decrease) in cash

0

0

0Beginning cash balance

0

0

0CASH BALANCE, ENDING

0

0

0   The accompanying notes are an integral part of these financial statements.  F-4         355, INC. (a development stage company) NOTES TO FINANCIAL STATEMENTS  1.
Summary of significant accounting policies:  Industry- 355, Inc. (the Company), a Company incorporated in the state of Delaware as of September 19, 2003, plans to locate and negotiate with a business entity for the combination of that target company with the Company. The combination will normally take the form of a merger, stock-for-stock exchange or stock- for-assets exchange. In most instances the target company will wish to structure the business combination to be within the definition of a tax-free reorganization under Section 351 or Section 368 of the Internal Revenue Code of1986, as amended. No assurances can be given that the Company will be successfulin locating or negotiating with any target company.  The Company has been formed to provide a method for a foreign or domestic private company to become a reporting (public) company whose securities are qualified for trading in the United States secondary market.  Results of Operations and Ongoing Entity- The Company is considered to be an ongoing entity. the Companys shareholders fund any shortfalls in the Companys cash flow on a day to day basis during the time period that the Company is in the development stage.  Liquidity and Capital Resources- In addition to the stockholder funding capital shortfalls; the Company anticipates interested investors that intend to fund the Companys growth once a business is located.  Cash and Cash Equivalents- The Company considers cash on hand and amounts on deposit with financial institutions which have original maturities of three months or less to be cash and cash equivalents.  Basis of Accounting- The Companys financial statements are prepared in accordance with generally accepted accounting principles.  Income Taxes- The Company utilizes the asset and liability method to measure and record deferred income tax assets and liabilities. Deferred tax assets and liabilities reflect the future income tax effects of temporary differences between the financial statement carrying amounts of existing assets andliabilities and their respective tax bases and are measured using enacted tax rates that apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance when in the opinion of management, it is morelikely than not that some portion or all of the deferred tax assets will not be realized. At this time, the Company has set up an allowance for deferred taxes as there is no company history to indicate the usage of deferred tax assets and
liabilities.  F-5        Fair Value of Financial Instruments- The Companys financial instruments may include cash and cash equivalents, short-term investments, accounts receivable, accounts payable and liabilities to banks and shareholders. The carrying amount of long-term debt to banks approximates fair value based on interest rates that are currently available to the Company for issuance of debt with similar terms and remaining maturities. The carrying amounts of other financial instruments approximate their fair value because of short-term maturities.  Concentrations of Credit Risk- Financial instruments which potentially expose the Company to concentrations of credit risk consist principally of operating demand deposit accounts. The Companys policy is to place its operating demand deposit accounts with high credit quality financial institutions. At this time the Company has no deposits that are at risk.  2.
Related Party Transactions and Going Concern:  The Companys financial statements have been presented on the basis that it is a going concern in the development stage, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. At this time the Company has not identified the business that it wishes to engage in.  The Companys shareholders fund the Companys activities while the Company takes steps to locate and negotiate with a business entity for combination; however, there can be no assurance these activities will be successful.  3.
Accounts Receivable and Customer Deposits:  Accounts receivable and Customer deposits do not exist at this time and therefore have no allowances accounted for or disclosures made.  4.
Use of Estimates:  Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenue and expenses. Management has no reason to make estimates at this time.  5.
Revenue and Cost Recognition:  The Company uses the accrual basis of accounting in accordance with generally accepted accounting principles for financial statement reporting.  6.
Accrued Expenses:  Accrued expenses consist of accrued legal, accounting and office costs during this stage of the business.  F-6        7.
Operating Lease Agreements:  The Company has no agreements at this time.  8.
Stockholders Equity:  Common Stock includes 50,000,000 shares authorized at a par value of $0.001, of which 100,000 have been issued for the amount of $100 on September 19, 2003 in acceptance of the incorporation expenses for the Company.  9.
Required Cash Flow Disclosure for Interest and Taxes Paid:  The Company has paid no amounts for federal income taxes and interest. The Company issued 100,000 common shares of stock to its sole shareholder in acceptance of the incorporation expenses for the Company.  10.
Earnings Per Share:  Basic earnings per share (EPS) is computed by dividing earnings available to common shareholders by the weighted-average number of common shares outstanding for the period as required by the Financial Accounting Standards Board (FASB)under Statement of Financial Accounting Standards (SFAS) No. 128, Earnings per Shares. Diluted EPS reflects the potential dilution of securities that could share in the earnings.  11.
Income Tax:  The Company had a net operating loss carry-forward of $2,650 which will expire for tax purposes as a tax benefit during the year of 2024-2025. The carry-forward has been fully reserved for in an allowance account and therefore does not appear on the Balance Sheet as an asset.  12.
Subsequent Event:  Subsequent to the balance sheet date, the Company had a change in control whereby the majority shareholder has sold their shares in the Company.  F-7        Item 2.Managements Discussion and Analysis of Financial Conditions and Results ofOperations  Plan of Operation  The Registrant is continuing its efforts to locate a merger Candidate for the purpose of a merger. It is possible that the registrant will be successful in locating such a merger candidate and closing such merger. However, if the registrant cannot effect a non-cash acquisition, the registrant may have to raise funds from a private offering of its securities under Rule 506 of Regulation D. There is no assurance the registrant would obtain any such equity funding.  Results of Operation  the Company did not have any operating income from inception (September 19, 2003) through June 30, 2005, the registrant recognized a net loss of $3,000. Some general and administrative expenses from inception were accrued. Expenses from inception were comprised of costs mainly associated with legal, accounting and office.  Liquidity and Capital Resources  At June 30, 2005 the Company had no capital resources and will rely upon the issuance of common stock and additional capital contributions from shareholders to fund administrative expenses pending acquisition of an operating company.  Management anticipates seeking out a target company through solicitation. Such solicitation may include newspaper or magazine advertisements, mailings and other distributions to law firms, accounting firms, investment bankers, financial advisors and similar persons, the use of one or more World Wide Websites and similar methods. No estimate can be made as to the number of persons who will be contacted or solicited. Management may engage in such solicitation directly or may employ one or more other entities to conduct or assist in such solicitation. Management and its affiliates will pay referral fees to consultants and others who refer target businesses for mergers into public companies in which management and its affiliates have an interest. Payments are made if a business combination occurs, and may consist of cash or a portion of the stock in the Company retained by management and its affiliates, or both.  The Company and or shareholders will supervise the search for target companies as potential candidates for a business combination. the Company and or shareholder may pay as their own expenses any costs incurred in supervising the search for a target company. the Company and or shareholders may enter into agreements with other consultants to assist in locating a target company and may share stock received by it or cash resulting from the sale of its securities with such other consultants.  Critical Accounting Policies  355s financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (GAAP). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use if estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under different assumptions or conditions. We
continue to monitor significant estimates made during the preparation of our financial statements.  Our significant accounting policies are summarized in Note 1 of our financial statements. While all these significant accounting policies impact its financial condition and results of operations, Sports Sources views certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on Sports Sources consolidated financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.        Item 3. Controls and Procedures  (a)
Evaluation of disclosure controls and procedures.  Our Chief Executive Officer and Chief Financial Officer (collectively the Certifying Officers) maintain a system of disclosure controls and procedures that is designed to provide reasonable assurance that information, which is required to be disclosed, is accumulated and communicated to management in a timely manner. Under the supervision and with the participation of management, the Certifying Officers evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule[13a-14(c)/15d-14(c)] under the Exchange Act) within 90 days prior to the filing date of this report. Based upon that evaluation, the Certifying Officers concluded that our disclosure controls and procedures are effective in timely alerting them to material information relative to our company required to be disclosed in our periodic filings with the SEC.  (b)
Changes in internal controls.  Our Certifying Officer has indicated that there were no significant changes in our internal controls or other factors that could significantly affect such controls subsequent to the date of his evaluation, and there were no such control actions with regard to significant deficiencies and material weaknesses.  PART II - OTHER INFORMATION  Item 1. Legal Proceedings.  the Company is currently not a party to any pending legal proceedings and no such action by, or to the best of its knowledge, against the Company has been threatened.  Item 2. Changes in Securities.  None  Item 3. Defaults Upon Senior Securities.  None Item 4. Submission of Matters to a Vote of Security Holders.  No matter was submitted during the quarter ending June 30, 2005, covered by this report to a vote of the Companys shareholders, through the solicitation of proxies or otherwise.  Item 5. Other Information.  None            Item 6. Exhibits and Reports of Form 8-K.  (a)
Exhibits  31.1 Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002  32.1 Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002  (b)
Reports of Form 8-K  None.   SIGNATURES  In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, there unto duly authorized.  355, INC.Registrant   Date: August 22, 2005
By:/s/ Alex JenAlex JenPresident, Secretary and Director