SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

                   Quarterly Report Under Section 13 or 15(d)
                     of the Securities Exchange Act of 1934


                           Quarter Ended July 31, 2006

                         Commission File Number 0-30987


                        Advanced Technologies Group, Ltd.
             (Exact name of Registrant as specified in its Charter)


          Nevada                                                80-0987213
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                            Identification Number)


                   32 Broadway, 3rd Floor, New York, NY 10004
               (Address of principal executive offices) (Zip Code)


                                 (212) 968-0941
              (Registrant's telephone number, including area code)

Indicate by check mark whether the Registrant (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 [ ]

Indicate the number of Shares outstanding of each of the Issuer's classes of
common stock, as of the latest practicable date.

                       Class Outstanding at July 31, 2006
                   Common stock, $0.0001 par value, 17,263,140
<PAGE>
                               TABLE OF CONTENTS


Item                                                                        Page
----                                                                        ----

INDEX                                                                          2

Part 1. Financial information                                                  3

     Item 1. Condensed Consolidated Financial Statements:

          Balance sheet as of July 31, 2006 and January 31, 2006               4

          Statement of income (loss) for six months ended July 31, 2006
          and 2005                                                             5

          Statement of cash flows for six months ended July 31, 2006
          and 2005                                                             6

          Statement of changes in shareholders equity for the six months
          ended July 31, 2006                                                  7

          Notes to condensed consolidated financial statements                 8


     Item 2. Management's discussion and analysis of financial condition      11

Part II. Other information                                                    15

Signatures                                                                    16

                                       2
<PAGE>
                          PART I: FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

The following unaudited consolidated financial statements have been prepared by
Advanced Technologies Group, Ltd. (the "Company" or "ATG") pursuant to the rules
and regulations of the Securities and Exchange Commission promulgated under the
Securities Exchange Act of 1934 as amended. Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principals have been condensed or omitted
pursuant to such rules and regulations. In the opinion of the Company's
management, the consolidated financial statements include all adjustments
(consisting only of adjustments of a normal, recurring nature) necessary to
present fairly the financial information set forth herein.

FORWARD-LOOKING STATEMENTS

Some of the information contained in this Report may constitute forward-looking
statements or statements within the meaning of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are based on current
expectations and projections about future events. The words "estimate", "plan",
"intend", "expect", "anticipate" and similar expressions are intended to
identify forward-looking statements which involve, and are subject to, known and
unknown risks, uncertainties and other factors which could cause the Company's
actual results, financial or operating performance or achievements to differ
from future results, financial or operating performance or achievements
expressed or implied by such forward-looking statements. Projections and
assumptions contained and expressed herein were reasonably based on information
available to the Company at the time so furnished and as of the date of this
filing. All such projections and assumptions are subject to significant
uncertainties and contingencies, many of which are beyond the Company's control,
and no assurance can be given that the projections will be realized. Potential
investors are cautioned not to place undue reliance on any such forward-looking
statements, which speak only as of the date hereof. The Company undertakes no
obligation to publicly release any revisions to these forward-looking statements
to reflect events or circumstances after the date hereof or to reflect the
occurrence of unanticipated events.

                                       3
<PAGE>
                        Advanced Technologies Group, Ltd.
                           Consolidated Balance Sheets
                    As of July 31, 2006 and January 31, 2006

<TABLE>
<CAPTION>
                                                                      Unaudited
                                                                      31-Jul-06              31-Jan-06
                                                                     ------------           ------------
<S>                                                                  <C>                    <C>
ASSETS

Current assets:
   Cash & short term deposits                                        $    260,228           $    442,575
                                                                     ------------           ------------
      Total current assets                                                260,228                442,575

Other assets:
   Property & equipment- net                                         $     51,346           $     64,089
   Security deposit                                                        45,000                 45,000
   Trademark- net                                                           8,784                  9,085
                                                                     ------------           ------------

      Total assets                                                   $    365,358           $    560,749
                                                                     ============           ============

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
   Accounts payable & accrued expenses                               $     95,935           $     94,509
                                                                     ------------           ------------
      Total current liabilities                                            95,935                 94,509

Shareholders' equity:
   Series A preferred stock, one share convertible to one
    share of common; 13% cumulative non-participating,
    authorized 1,000,000 shares at stated value of $3 per
    share, issued and outstanding 880,588 shares                     $  2,068,122           $  2,068,122

   Series B preferred stock, one share convertible to one
    share of common; 6% cumulative non-participating,
    authorized 7,000,000 shares at stated value of $3 per
    share, issued and outstanding 1,713,598 shares                      4,861,060              4,724,804

   Common stock- $.0001 par value, authorized 100,000,000 shares,
    issued and outstanding, 17,263,140 shares                               1,727                  1,727
   Additional paid in capital                                          31,275,783             31,275,783
   Accumulated deficit                                                (37,937,269)           (37,604,196)
                                                                     ------------           ------------
      Total shareholders' equity                                          269,423                466,240
                                                                     ------------           ------------

      Total Liabilities & Shareholders' Equity                       $    365,358           $    560,749
                                                                     ============           ============
</TABLE>

                   See the notes to the financial statements.

                                       4
<PAGE>
                        Advanced Technologies Group, Ltd.
                 Unaudited Consolidated Statements of Operations
                  For the Six and Three Months Ended July 31st.

<TABLE>
<CAPTION>
                                                      Unaudited       Unaudited        Unaudited        Unaudited
                                                        6 Mos.          6 Mos.           3 Mos.           3 Mos.
                                                      31-Jul-06       31-Jul-05        31-Jul-06        31-Jul-05
                                                     -----------     -----------      -----------      -----------
<S>                                                  <C>             <C>              <C>              <C>
Revenues:
  Gross revenues from software maintenance           $   609,656     $   424,246      $   327,364      $   216,615
  Software maintenance costs                            (401,552)       (293,922)        (173,144)         (67,816)
                                                     -----------     -----------      -----------      -----------
      Net revenues                                   $   208,104     $   130,324      $   154,220      $   148,799

General and administrative expenses:
  Salaries and benefits                              $   111,715     $    67,444      $    51,813      $    42,053
  Promotion & investor relations                          72,423          13,319           21,313            8,499
  Consulting                                             104,620          44,260           97,020           14,880
  General administration                                 241,362          86,293          144,928           20,891
  Depreciation                                            12,743          17,058           11,512           10,883
                                                     -----------     -----------      -----------      -----------
      Total general & administrative expenses            542,863         228,374          326,586           97,206
                                                     -----------     -----------      -----------      -----------

Net loss from operations                             $  (334,759)    $   (98,050)     $  (172,366)     $    51,593

Other revenues and expenses:
  Interest income                                          1,686           3,691              599            1,860
                                                     -----------     -----------      -----------      -----------

Net loss before provision for income taxes           $  (333,073)    $   (94,359)     $  (171,767)     $    53,453

Provision for income taxes                                     0               0                0                0
                                                     -----------     -----------      -----------      -----------

Net loss                                             $  (333,073)    $   (94,359)     $  (171,767)     $    53,453
                                                     ===========     ===========      ===========      ===========
Loss per common share:
  Basic & fully diluted                              $     (0.04)    $     (0.03)     $     (0.01)     $      0.00

Weighted average of common shares:
  Basic & fully diluted                               17,263,140      16,874,456       17,263,140       16,900,121
</TABLE>


                   See the notes to the financial statements.

                                       5
<PAGE>
                        Advanced Technologies Group, Ltd.
                 Unaudited Consolidated Statements of Cash Flows
                       For the Six Months Ended July 31st.

<TABLE>
<CAPTION>
                                                             Unaudited         Unaudited
                                                             31-Jul-06         31-Jul-05
                                                             ---------         ---------
<S>                                                          <C>               <C>
Operating Activities:
  Net loss                                                   $(333,073)        $ (94,359)
  Adjustments to reconcile net loss items
   not requiring the use of cash:
     Amortization                                                  301               301
     Depreciation                                               12,743            17,058
  Changes in other operating assets and liabilities :
     Accounts receivable                                             0           (32,196)
     Accounts payable                                            1,426           (69,979)
                                                             ---------         ---------
Net cash used by operations                                  $(318,603)        $(179,175)

Financing Activities:
  Subscriptions received                                     $ 136,256         $  96,000
  Placement fees                                                     0            (3,766)
  Shareholder advances repaid                                        0           (15,388)
                                                             ---------         ---------
Net cash provided by financing activities                      136,256            76,846
                                                             ---------         ---------

Net increase (decrease) in cash during the period             (182,347)         (102,329)

Cash balance at February 1st                                   442,575           597,547
                                                             ---------         ---------

Cash balance at July 31st                                    $ 260,228         $ 495,218
                                                             =========         =========

Supplemental disclosures of cash flow information:
  Interest paid during the period                            $       0         $       0
  Income taxes paid during the period                        $   2,480         $       0
</TABLE>


                   See the notes to the financial statements.

                                       6
<PAGE>
                        Advanced Technologies Group, Ltd.
       Unaudited Consolidated Statement of Changes in Shareholders' Equity
                       For the Six months Ended July 31st.

<TABLE>
<CAPTION>
                                    Common       Common      Preferred    Preferred       Paid in      Accumulated
                                    Shares      Par Value     Shares        Value         Capital        Deficit         Total
                                    ------      ---------     ------        -----         -------        -------         -----
<S>                               <C>            <C>         <C>          <C>           <C>            <C>             <C>
Balance at February 1, 2006       17,263,140     $ 1,727     2,594,186    $6,792,926    $31,275,783    $(37,604,196)   $ 466,240

Subscriptions received                                                       136,256                                     136,256

Net loss for the period                                                                                    (333,073)    (333,073)
                                 -----------     -------    ----------    ----------    -----------    ------------    ---------

Balance at July 31, 2006          17,263,140     $ 1,727     2,594,186    $6,929,182    $31,275,783    $(37,937,269)   $ 269,423
                                 ===========     =======    ==========    ==========    ===========    ============    =========

Balance at January 31, 2005       16,790,127     $ 1,779     2,267,086    $6,733,020    $29,355,886    $(35,412,566)   $ 678,119

Subscriptions received                                          32,000        92,234                                      92,234

Dividends paid                       109,994     $    11                                 $  329,971    $   (329,982)   $       0

Net loss for the period                                                                                     (94,359)     (94,359)
                                 -----------     -------    ----------    ----------    -----------    ------------    ---------

Balance at July 31, 2005          16,900,121     $ 1,790     2,299,086    $6,825,254    $29,685,857    $(35,836,907)   $ 675,994
                                 ===========     =======    ==========    ==========    ===========    ============    =========
</TABLE>

                   See the notes to the financial statements.

                                       7
<PAGE>
                        Advanced Technologies Group, Ltd.
            Unaudited Notes to the Consolidated Financial Statements
                       For the Six Months Ended July 31st.


1. ORGANIZATION OF THE COMPANY AND SIGNIFICANT ACCOUNTING PRINCIPLES

Advanced Technologies Group, Ltd. (the Company) was incorporated in the State of
Nevada in February 2000. The Company is the designer and owner of the FX3000, a
foreign currency trading software program. In March 2002, the Company sold the
FX3000 software program, for a 25% interest in a joint venture with FX Direct
Dealer LLC, a company that markets the FX3000 software.

CONSOLIDATION- the accompanying consolidated financial statements include the
accounts of the company and its wholly owned subsidiaries. All significant
inter-company balances have been eliminated.

USE OF ESTIMATES- The preparation of the consolidated financial statements in
conformity with generally accepted accounting principles requires management to
make reasonable estimates and assumptions that affect the reported amounts of
the assets and liabilities and disclosure of contingent assets and liabilities
and the reported amounts of revenues and expenses at the date of the financial
statements and for the period they include. Actual results may differ from these
estimates.

REVENUE RECOGNITION- Maintenance and development revenues are recognized when
earned.

The Company's 25% interest in the joint venture is accounted for on a cost basis
and adjusted for any unrealized gains of FX Direct Dealer. Profit sharing
revenues received from the joint venture are first applied to the cost of the
investment and then to revenues.

The Company received no profit sharing revenues since its investment in FX
Direct Dealer in 2002.

CASH AND INTEREST BEARING DEPOSITS- For purposes of calculating changes in cash
flows, cash includes cash balances and highly liquid short-term investments with
original maturities of three months or less.

FIXED ASSETS- Office and computer equipment are stated at cost. Depreciation
expense is computed using the straight-line method over the estimated useful
life of the asset. The following is a summary of the estimated useful lives used
in computing depreciation expense:

             Furniture & lease improvements     7 years
             Office equipment                   3 years
             Computer hardware                  3 years
             Software                           3 years

Expenditures for major repairs and renewals that extend the useful life of the
asset are capitalized. Minor repair expenditures are charged to expense as
incurred.

LONG LIVED ASSETS- The Company reviews for the impairment of long-lived assets
whenever events or changes in circumstances indicate that the carrying amount of
an asset may not be recoverable. An impairment loss would be recognized when
estimated future cash flows expected to result from the use of the asset and its
eventual disposition is less than its carrying amount.

                                       8
<PAGE>
INCOME TAXES- The Company accounts for income taxes in accordance with the
Statement of Accounting Standards No. 109 (SFAS No. 109), "ACCOUNTING FOR INCOME
TAXES". SFAS No. 109 requires an asset and liability approach to financial
accounting and reporting for income taxes. Deferred income tax assets and
liabilities are computed annually for differences between financial statement
and income tax bases of assets and liabilities that will result in taxable
income or deductible expenses in the future based on enacted tax laws and rates
applicable to the periods in which the differences are expected to affect
taxable income. Valuation allowances are established when necessary to reduce
deferred tax assets and liabilities to the amount expected to be realized.
Income tax expense is the tax payable or refundable for the period adjusted for
the change during the period in deferred tax assets and liabilities.

2. NET LOSS PER SHARE

Net loss per common share has been computed as follows:

                                             31-Jul-06          31-Jul-05
                                           ------------       ------------
     Shares outstanding                      17,263,140         16,900,121
                                           ============       ============

     Weighted average                        17,263,140         16,874,456
                                           ============       ============

     Net loss                              $   (333,073)      $    (94,359)

     Preferred dividends in arrears            (337,758)          (468,846)
                                           ------------       ------------

     Loss available to common shares       $   (670,831)      $   (563,205)
                                           ============       ============
     Loss per common share:
       Basic & fully diluted               $      (0.04)      $      (0.03)
                                           ============       ============

3. FIXED ASSETS

The following table is a summary of fixed assets:

                                           Unaudited
                                           31-Jul-06          31-Jan-06
                                           ---------          ---------
     Software                              $  89,778          $  89,778
     Lease Improvements                       27,904             27,904
     Furniture & Fixtures                     30,174             30,174
     Equipment                               229,550            229,520
     Accumulated depreciation               (326,060)          (313,287)
                                           ---------          ---------

     Fixed assets- net                     $  51,346          $  64,089
                                           =========          =========

                                       9
<PAGE>
4. STOCK WARRANTS OUTSTANDING

The following table summarizes the details of the number of warrants
outstanding:

                                                         Wgtd Avg       Years to
                                           Amount      Exercise Price   Maturity
                                           ------      --------------   --------
    Outstanding at February 1, 2005       1,701,731
      Issued                              1,196,427
      Expired                                     0
      Exercised                                   0
                                          ---------

    Outstanding at January 31, 2006       2,898,158         $5            2.56
      Issued                                      0
      Expired                                     0
      Exercised                                   0
                                          ---------
    Outstanding at July 31, 2006          2,898,158         $5            2.07
                                          =========

The Company has no formal stock option plan for employees.

5. INCOME TAXES

Provision for income taxes is comprised of the following:

                                                   31-Jul-06         31-Jul-05
                                                  -----------       -----------
     Net loss before provision for income taxes   $  (334,759)      $   (98,050)
                                                  ===========       ===========
     Current tax expense:
       Federal                                    $         0       $         0
       State                                                0                 0
                                                  -----------       -----------
       Total                                      $         0       $         0

     Less deferred tax benefit:
       Timing differences                          (3,779,474)       (2,848,338)
       Allowance for recoverability                 3,779,474         2,848,338
                                                  -----------       -----------
       Provision for income taxes                 $         0       $         0
                                                  ===========       ===========

A reconciliation of provision for income taxes at the statutory rate to
provision For income taxes at the Company's effective tax rate is as follows:

     Statutory U.S. federal rate                           34%               34%
     Statutory state and local income tax                  10%               10%
     Less allowance for tax recoverability                -44%              -44%
                                                  -----------       -----------
     Effective rate                                         0%                0%
                                                  ===========       ===========

Deferred income taxes are comprised of the following:

     Timing differences                           $ 3,779,474       $ 2,848,338
     Allowance for recoverability                  (3,779,474)       (2,848,338)
                                                  -----------       -----------
     Deferred tax benefit                         $         0       $         0
                                                  ===========       ===========

Note: The deferred tax benefits arising from the timing differences expires in
fiscal years 2020 to 2026 and may not be recoverable upon the purchase of the
Company under current IRS statutes.

6.  RELATED PARTY TRANSACTIONS

During six months ended July 31st, the Company paid a consulting firm that is
owned by the chief executive officer, approximately $55,000 and $11,000,
respectively, for marketing, investor relations, business planning, financial
services, and public relations consulting services.

                                       10
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

Advanced Technologies Group, Ltd. (the Company), was incorporated in the State
of Nevada in February 2000. In January 2001, the Company purchased FX3000, Inc.,
the designer of the FX3000 software program. The FX3000 software program is a
real time quote and money management platform for use by independent foreign
currency traders. In March 2002, the Company sold its interest in its FX3000
program to FX Direct Dealer, LLC, a joint venture company that markets the
FX3000 software program for a 25% interest in FX Direct Dealer, LLC. The
remaining 75% of the joint venture company is owned by Tradition, N.A., a major,
Swiss-based financial company. The un-depreciated cost of the FX 3000 program at
the date of the transfer, or $1,670,485, was recorded as an investment in the
joint venture in the balance sheet.

The Company also is the developer of the PromotionStat software program, which
assists on-line advertisers in monitoring their marketing effectiveness and
which is marketed through the Company's subsidiary, PromotionStat Inc.

GENERAL STATEMENT: FACTORS THAT MAY AFFECT FUTURE RESULTS

With the exception of historical information, the matters discussed in
Management's Discussion and Analysis of Financial Condition and Results of
Operations contain forward looking statements under the 1995 Private Securities
Litigation Reform Act that involve various risks and uncertainties. Typically,
these statements are indicated by words such as "anticipates", "expects",
"believes", "plans", "could", and similar words and phrases. Factors that could
cause the company's actual results to differ materially from management's
projections, forecasts, estimates and expectations include but are not limited
to the following:

     *    Inability of the company to secure additional financing

     *    Unexpected economic changes in the United States

     *    The imposition of new restrictions or regulations by government
          agencies that affect the Company's business activities.

To the extent possible, the following discussion will highlight the activities
of the Company's business activities for the six and three months ended July 31,
2006 and July 31, 2005.

I. RESULTS OF OPERATIONS

COMPARISON OF OPERATING RESULTS

CONSOLIDATED SALES, GROSS PROFIT, AND NET INCOME FOR THE SIX AND THREE MONTH
PERIODS:

Net revenues for the first half of fiscal 2007 were $208,104 compared to
$130,324 for the same period in fiscal 2005, an increase of $77,780, or
approximately 59.7%, over the same period in fiscal 2006. This increase was due
primarily to an increase in revenues from software maintenance for the FX3000
program which increased to just over $100,000 per month during this period.
During fiscal 2006 monthly revenues from the FX3000 program averaged
approximately $71,000 per month. PromotionStat net revenues for the first half
of fiscal 2007 remained negligible as the Company devoted the majority of its
efforts in the management of its investment in FX Direct Dealer, LLC, its joint

                                       11
<PAGE>
venture with Tradition, NA. Management expects that net revenues from
PromotionStat will not contribute significantly to its overall revenues for the
foreseeable future.

Net revenues for the three months ended July 31, 2006 were $154,220 compared to
$148,799 for the same period in 2006, showing a slight increase from fiscal 2006
of $5,421, or just under 4%.

General and administrative expenses for the first half of fiscal 2007 were
$542,863 compared to $228,050 for the first half of fiscal 2006, an increase of
almost 137%. During this period the Company experienced large increases in
salaries and benefits for its employees (due principally to the increased
demands of supporting the FX3000 program and the need to hire additional
software consultants), promotion and investor relations, consulting costs which
supplement the Company's salary expenses, and general administration, which is
detailed below.

A detail of general administrative costs is as follows:

                                                31-Jul-06         31-Jul-05
                                                ---------         ---------
     Travel, lodging, & meals                    $ 98,297          $ 18,216
     Promotion                                      2,251                 0
     Rent & utilities                              25,630             8,379
     Supplies                                      19,946             4,114
     Automobile costs                              22,340            16,432
     Telephone                                     15,067            15,326
     Professional fees                             53,229            15,825
     Miscellaneous taxes                            2,480             5,000
     Postage                                        2,122             3,001
                                                 --------          --------

     Total                                       $241,362          $ 86,293
                                                 ========          ========


For the three months ended July 31, 2006, general and administrative expenses
totaled $326,586 compared to $97,206 for the three months ended July 31, 2006,
also reflecting a significant increase of over 236%. After deducting general and
administrative costs, the Company experienced a loss from operations during the
first half of fiscal 2007 of $333,073, as compared to a loss from operations of
$98,050 during the same period in fiscal 2006.

During the three months ended July 31, 2006, the Company realized a loss from
operations of $172,366 compared to a gain of $51,593 for the same period in
fiscal 2006. Interest income has decreased during both the six and three months
ended July 2006. The Company invests excess cash balance in money market
accounts. During the six months ended July 31, 2006, the Company's net loss
increased to $333,073, or a loss of $0.04 per share, compared to a net loss of
$94,359, or $0.03 per share, during the first half of fiscal 2007. For the three
months ended July 31, 2006 the Company experienced a net loss of $171,767, or a
loss of $0.01 per share, compared to net income of $53,453, or $0.00 per share
for same period in fiscal 2006.

The significant increase in general and administrative expenses during both the
three and six month periods ended July 31, 2006 were the cause of the
substantial increase in the Company's loss from operations during those periods
and were due to a number of factors. These factors included:

                                       12
<PAGE>
     1. A significant increase in consulting costs of approximately $60,000.
This increase resulted primarily from the Company's need to hire additional
software consultants for the purpose of evaluating several new technologies that
can potentially be utilized by the Company as part of its ongoing search for
promising technologies for future development.

     2. A significant increase in travel expenses by management of approximately
$80,000. This expense was due to management's efforts to seek out and evaluate
new products and technological innovations, both domestically and overseas.
However, management believes that most of this increase will be one-time
expenses and not be a recurring cost in future periods;

     3. During this period the Company expended approximately $20,000 to acquire
new replacement office furniture and outdated computer equipment. As with the
travel expense management believes this will also be a one-time expenditure;

     4. The Company has experienced an increase in salaries and expenses during
this period of approximately $44,000 attributable to increases in salaries and
payment of bonuses to its principal officers;

     5. The Company has experienced a substantial increase of professional fees
during these periods of approximately $37,000 due to (a) legal and accounting
expenses in connection with the Company's ongoing examination of the financial
accountings provided by the Joint Venture company FX Direct Dealer, LLC for all
periods since its inception; (b) legal and professional fees in connection with
the conversion of the Company's Preferred Shares into common stock and the
issuance of certificates for the new shares; and (c) legal expenses in
connection with a lawsuit filed during the first quarter of fiscal 2007, as
previously discussed in "Item 3. Legal Proceedings" of the Company's Annual
Report on Form 10-KSB for fiscal year 2006;

     6. An increase of approximately $45,000 in related party costs to a
consulting firm owned by the Company's chief executive officer. This additional
expense was for time and work performed by this firm with respect to additional
consulting work in connection with further evaluation and due diligence of a
number of new technologies as well as work in connection and assistance in the
Company's newly expanded shareholder's relations operations.

As a result of the forgoing, the Company has experienced a significant increased
loss from operations during both the three and six month period ended July 31,
2006. Although no assurances can be given, based upon management's expectation
that a number of these additional expenses are non-recurring in nature, and the
expectation that these expenditures will ultimately result in additional
revenues to the Company, management believes that the operating loss will
decrease in future periods and expect that the Company will return to
profitability by the end of fiscal 2007.

II. DISCUSSION OF FINANCIAL CONDITION: LIQUIDITY AND CAPITAL RESOURCES

At July 31, 2006 cash on hand was $260,228 as compared with $442,575 at January
31, 2006. The Company does not expect any material capital expenditures for the
balance of fiscal 2007.

At July 31, 2006, the Company had working capital of $269,423 compared to a
working capital of $466,240 at January 31, 2006.

                                       13
<PAGE>
Total assets at July 31, 2006 were $365,358 as compared to $560,749 at January
31, 2006.

The Company's total stockholders' equity decreased to $269,423 at July 31, 2006
from $466,240 at January 31, 2006. The loss from operations of $333,073 was
partly offset by the subscriptions received of $136,256, accounting for the
decrease in shareholder equity.

III. INFLATION

Management anticipates that inflation will not have a material effect on the
Company's operations in the future. This is principally due to the fact that its
revenues and profits are expected to be derived from the licensing of its
software system to operators, such as broker/dealers for the use of their
clients. Essentially, the Company's software product is intended to facilitate
an investment environment which is typically not affected by inflationary
trends.

IV. TRENDS AFFECTING LIQUIDITY, CAPITAL RESOURCES AND OPERATIONS

A number of factors are expected to impact the Company's liquidity, capital
resources and future operations. Included among these are governmental
regulation of the trading of currencies by individuals and the acceptability of
currency trading by a large number of individual high net worth investors.
Management believes that the increasing regulation of securities and other forms
of investment vehicles will increase demand for alternate investment vehicles
such as currency trading, thereby increasing demand for the Company's products
and will significantly expand the Company's markets.

The Company has developed its FX3000 software to allow access by individual and
institutional traders to what has traditionally been an investment arena
restricted to large financial institutions and banks. Management believes that
as investors become more sophisticated there will be an increased demand for
access to these types of previously unavailable trading vehicles.

As other new technological products under development by the Company are
introduced, management believes that sales revenues will increase and, over the
long term, will result in stable sales and profits for the Company.

                                       14
<PAGE>
                            PART II OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

(a) EXHIBITS

    Exhibit No.                     Description
    -----------                     -----------

      31.1        Certification under Section 302 of the Sarbanes-Oxley Act
                  of 2002 of Chief Executive Officer

      31.2        Certification under Section 302 of the Sarbanes-Oxley Act
                  of 2002 of Chief Financial Officer

      32          Certification under Section 906 of the Sarbanes-Oxley Act
                  of 2002 of Chief Executive Officer and Chief Financial Officer

(b) Reports on Form 8-K

     None

                                       15
<PAGE>
                                   SIGNATURES

In accordance with the requirements of Section 13 of 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this report to be signed in
its behalf by the undersigned, thereunto duly authorized.

Date: September 12, 2006


By: /s/ Abel Raskas
   ------------------------------
   Abel Raskas
   President


Date: September 12, 2006


By: /s/ Alex Stelmak
   ------------------------------
   Alex Stelmak
   CEO and Chief Financial Officer

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