UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

|X|   QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
      OF 1934

                For the quarterly period ended: October 31, 2005

|_|   TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
      OF 1934

                 For the transition period ended _______________

                        Commission file number 333-52268

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.
           (Exact name of small business as specified in its charter)

                                    COLORADO
                         (State or other jurisdiction of
                         incorporation or organization)

                                   84-1547578
                         (IRS Employer Identification #)

                              2899 AGOURA ROAD #115
                           WESTLAKE VILLAGE, CA 91361
                    (Address of principal executive offices)

                                  818-735-3726
                               (Telephone Number)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the past 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. |X| YES |_| NO

          APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
                         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

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the last practicable date: Common Stock 74,082,835 as of December
19, 2005.

Transitional Small Business Disclosure Format: |_| YES |X| NO

<PAGE>

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.

                         QUARTERLY REPORT ON FORM 10-QSB
                     FOR THE QUARTER ENDED OCTOBER 31, 2005



                                TABLE OF CONTENTS

PART I.  FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS AND NOTES                                F-1 - F-6
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION           3
ITEM 3. - CONTROLS AND PROCEDURES                                              5

PART II.  OTHER INFORMATION
ITEM 1. - LEGAL PROCEEDINGS                                                    6
ITEM 2. - UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS          6
ITEM 3. - DEFAULTS UPON SENIOR SECURITIES                                      6
ITEM 4. - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                  6
ITEM 5. - OTHER INFORMATION                                                    6
ITEM 6. - EXHIBITS                                                             6
SIGNATURES                                                                     7

<PAGE>

                         INDEX TO FINANCIAL STATEMENTS

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.

                    CONSOLIDATED INTERIM FINANCIAL STATEMENTS

                                October 31, 2005

                                                                           Page


Consolidated Balance Sheets                                                 F-2

Consolidated Statements of Operations                                   F-3-F-4

Consolidated Statements of Cash Flows                                       F-5

Notes to Consolidated Financial Statements                                  F-6


<PAGE>

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)

                           Consolidated Balance Sheets

                                     ASSETS

<TABLE>
<CAPTION>
                                                                                      October 31,         January 31,
                                                                                         2005                 2005
                                                                                      (Unaudited)           (Note 1)
                                                                                     ---------------    ---------------
<S>                                                                                  <C>                <C>
CURRENT ASSETS
    Cash                                                                             $            --    $        49,993
    Net  investment in capital leases                                                         17,934                 --
    Accounts receivable                                                                           --              9,472
    Inventory                                                                                 58,000             58,000
    Deposit                                                                                       --              2,500
    Prepaid expense                                                                           35,100             12,850
                                                                                     ---------------    ---------------
           Total current assets                                                              111,034            132,815

PROPERTY AND EQUIPMENT
    Net of $1,228 and $893 depreciation at October 31, 2005                                    1,005              1,340
    and January 31, 2005
OTHER ASSETS
    Investments                                                                              200,000            200,000
                                                                                     ---------------    ---------------
           Total assets                                                              $       312,039    $       334,155
                                                                                     ===============    ===============

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
    Accounts payable and accrued expenses                                            $       129,866    $        47,738
    Accounts payable - related party                                                         647,116            494,612
    Bank overdraft                                                                             2,830                 --
    Debenture payable                                                                         92,987            121,500
    Shareholder deposit                                                                      139,455            200,000
    Advances from stockholders, current portion                                              222,532            222,532
                                                                                     ---------------    ---------------
           Total current liabilities                                                       1,234,786          1,086,382
LONG TERM LIABILITIES
    Advances from stockholders, less current portion                                         159,228            191,384
    Advances from related party                                                               43,594             26,435
                                                                                     ---------------    ---------------
           Total liabilities                                                               1,437,608          1,304,201

Commitments and contingencies                                                                     --                 --

STOCKHOLDERS' EQUITY (DEFICIT)
    Common stock - authorized 100,000,000 shares, no par
      value, 71,767,680 and 58,577,350 shares issued and
      outstanding at October 31, 2005 and January 31, 2005                                 4,971,221          4,962,818
      Common stock warrants                                                                  115,106            140,106
      Subscribed stock                                                                      (111,824)          (735,824)
    (Deficit) accumulated during the development stage                                    (6,100,072)        (5,337,146)
                                                                                     ---------------    ---------------
           Total stockholders' equity (deficit)                                           (1,125,569)          (970,046)
                                                                                     ---------------    ---------------
           Total liabilities and stockholders' equity (deficit)                      $       312,039    $       334,155
                                                                                     ===============    ===============
</TABLE>


                                      F-2
<PAGE>

                   DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)

                      Consolidated Statements of Operations
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                     Nine Months         Nine Months      April 24, 2002
                                                        Ending             Ending           (inception)
                                                     October 31,         October  31,     through October
                                                        2005               2004               31, 2005
                                                    ---------------    ---------------    ---------------
<S>                                                 <C>                <C>                <C>
Revenues:
         Sales                                      $           745    $         9,103    $        15,334
           Less cost of sales                                   418              4,073              5,888
                                                    ---------------    ---------------    ---------------
         Gross Profit                                           327              5,031              9,446
         Finance income                                       1,042                 --              1,042
         Consulting income                                   10,000                 --             10,000
         Other revenue                                          279                 --                 99
                                                    ---------------    ---------------    ---------------
         Total revenue                                       11,648              9,103             20,587

Costs and Expenses:
         Consulting expense paid by issuing stock           284,000            301,550          2,754,705
         Consulting expense paid by cash                     86,084             90,159            203,032
         Professional fees                                  151,289            180,224            696,986
         Advertising and marketing                           79,519             25,411            182,572
         General and administrative                         136,959            140,419            628,975
         Rent                                                18,000             18,000             82,856
                                                    ---------------    ---------------    ---------------
         Total                                              755,851            755,783          4,549,126

Earnings (loss) from operations                            (744,203)          (750,752)        (4,528,539)

Interest expense                                            (18,381)           (30,296)           (68,171)
Loss on investment                                               --                 --            (60,000)
                                                    ---------------    ---------------    ---------------

Net (loss)                                          $      (762,584)   $      (781,048)   $    (4,656,710)

(Loss) per share                                    $          (.01)   $          (.03)   $          (.13)


Weighted average shares outstanding                      68,316,876         22,540,870         34,030,625
</TABLE>


                                      F-3
<PAGE>

                   DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)

                      Consolidated Statements of Operations
                                   (Unaudited)



<TABLE>
<CAPTION>
                                                     Three Months        Three Months
                                                    Ending October       Ending October
                                                      31, 2005              31, 2004
                                                    ---------------    ---------------
<S>                                                 <C>                <C>
Revenues:
         Sales                                      $           745    $            --
            Less cost of sales                                  418                 --
                                                    ---------------    ---------------
         Gross Profit                                           327                 --
         Finance income                                       1,042                 --
         Other revenue                                          182                 21
                                                    ---------------    ---------------
Total Revenue                                                 1,551                 21

Costs and Expenses:
         Consulting expense paid by issuing stock                --             14,700
         Consulting expense paid by cash                     22,500            114,617
         Professional fees                                   (2,836)            57,647
         Advertising and marketing                           37,126              9,643
         General and administrative                          24,379             28,795
         Rent                                                 6,000              6,000
                                                    ---------------    ---------------
         Total                                               87,169            231,402

Earnings (loss) from operations                             (85,618)          (231,381)

Interest expense                                             (6,831)            (6,968)
Loss on investment                                               --                 --
                                                    ---------------    ---------------

Net (loss)                                          $       (92,449)   $      (238,349)

(Loss) per share                                    $          (.00)   $          (.01)


Weighted average shares outstanding                      66,391,902         25,622,418
</TABLE>


                                      F-4
<PAGE>

                   DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)

                      Consolidated Statement of Cash Flows
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                                      April 24,
                                                                 Nine               Nine                2002
                                                                 Months             Months           (inception)
                                                                 Ending             Ending             through
                                                               October 31,        October 31,         October 31,
                                                                  2005                2004              2005
                                                             ---------------    ---------------    ---------------
<S>                                                          <C>                <C>                <C>
Cash flows from operating activities:
         Net (loss)                                          $      (762,584)   $      (781,048)   $    (4,656,710)
         Non-cash items included in net (loss):
                  Depreciation                                           335                335              1,228
                  Expenses paid by issuing stock                     270,000            296,150          2,635,580
                  Loss on investment                                      --                 --             60,000
         Net change in operating assets and liabilities:
                  Proceeds net investment leases                      16,410                 --             16,410
                  Accounts receivable                                  9,472             (2,804)                --
                  Prepaid expenses and deposits                      (25,000)            73,025              9,650
                  Inventory                                               --             (3,904)           (58,000)
                  Accounts payable and accrued liabilities           169,830             97,216            746,296
                                                             ---------------    ---------------    ---------------
Net cash (used) by operating activities                             (321,537)          (321,030)        (1,245,546)

Cash flows from investing activities:
         Purchase of investments                                          --                 --           (260,000)
         Purchase of property and equipment                               --                 --             (2,233)
                                                             ---------------    ---------------    ---------------
Net cash (used) by investing activities                                   --                 --           (262,233)

Cash flows from financing activities:
         Proceeds from advances-related parties                       19,119                 --            444,771
         (Repayment) of advances --related parties                        --            (23,693)           (19,417)
         Proceeds from shareholder deposit                            89,000            100,000            449,000
         Proceeds from common stock warrants                         (25,000)                --            115,106
         Proceeds from issuance of common stock                      185,595            285,000            415,489
         Proceeds from debenture                                          --                 --            100,000
         Bank overdraft                                                2,830                 --              2,830
                                                             ---------------    ---------------    ---------------
Net cash provided by financing activities                            271,544            361,307          1,507,779
                                                             ---------------    ---------------    ---------------
Net increase (decrease) in cash                                      (49,993)            40,277                 --
Cash at beginning of period                                           49,993                250                 --
                                                             ---------------    ---------------    ---------------
Cash at end of period                                        $            --             40,527                 --
                                                             ===============    ===============    ===============

Supplemental disclosure of cash flow information:
Noncash transactions
    Note payable issued for acquisition of  investment                    --                 --            220,000
Cash paid during the period for:
   Interest                                                  $            --    $            --    $        10,193
   Income taxes                                              $            --    $            --    $            --
</TABLE>


                                      F-5
<PAGE>

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

Note 1 - Financial Statements

The accompanying consolidated financial statements included herein have been
prepared by Direct Response Financial Services, Inc. without audit, pursuant to
the rules and regulations of the Securities and Exchange Commission for
reporting on Form 10-QSB. Certain information and footnote disclosure normally
included in the financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted as allowed by such
rules and regulations, and the Company believes that the disclosures are
adequate to make the information presented not misleading. It is suggested that
these financial statements be read in conjunction with the January 31, 2005
audited financial statements and the accompanying notes thereto contained in the
Annual Report on Form 10-KSB filed with the Securities and Exchange Commission.
While management believes the procedures followed in preparing these financial
statements are reasonable, the accuracy of the amounts are in some respects
dependent upon the facts that will exist, and procedures that will be
accomplished by the Company later in the year. The results of operations for the
interim periods are not necessarily indicative of the results of operations for
the full year. In management's opinion all adjustments necessary for a fair
presentation of the Company's financial statements are reflected in the interim
periods included.

Amounts shown for January 31, 2005 were taken from the audited financial
statements of that date.

Note 2 - Summary of Significant Accounting Policies

Organization and Description of Business

The Company was incorporated in the State of Colorado on April 7, 2000 as
Relevant Links, Inc. The Company is in the development stage and has had no
significant operations.

On April 29, 2002, the Company entered into an Agreement and Plan of
Reorganization between itself and Direct Response Financial Services, Inc., a
Delaware corporation (DEL), and changed its focus to the development of
financial services for the direct response industry. Because the surviving
shareholders are those of the subsidiary, the Company has accounted for the
acquisition as a reverse acquisition, which is a capital transaction and not a
business combination. Accordingly, the consolidated statements include only the
results of operations of DEL from the date of acquisition, and comparative
financial statements presented are those of the subsidiary, DEL. Because the
subsidiary had been formed on April 24, 2002, no financial information is
presented before that date.

On May 16, 2002, the Company participated in forming Direct Card Services, LLC
(DCS) for the purpose of facilitating the Company's bankcard processing
business. Under the terms of the LLC agreement, the Company has a 50% interest.

In June of 2002, the Company changed its name to Direct Response Financial
Services, Inc. The Company provides marketing and financial products and
services to merchants.

                                      F-6
<PAGE>

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

The Company commenced business operations of Direct2Own, a division of Direct
Response Financial Services, Inc on August 1, 2005. Direct2Own is a dba of the
Company. A fictitious business name statement was filed by the Company with the
Los Angeles County Clerk on July 18, 2005. Direct2Own purchases computers,
televisions and other electronic equipment and finances the sales thereof to
customers.

Development Stage Company

Based upon the Company's business plan, it is a development stage enterprise.
Accordingly, the Company presents its financial statements in conformity with
the accounting principles generally accepted in the United States of America
that apply in establishing operating enterprises. As a development stage
enterprise, the Company discloses the deficit accumulated during the development
stage and the cumulative statements of operations and cash flows from inception
to the current balance sheet date.

Basis of Consolidation

The accompanying consolidated financial statements include the Company and its'
wholly owned and controlled subsidiaries. All inter-company accounts have been
eliminated in the consolidation.

The Company considers its 50% interest in DCS to be a controlling interest
because, as sole managing member, it has management control in addition to its
profit interest. Because DCS has a deficit equity position at period end, no
minority interest has been recorded.

Revenue Recognition

The Company's revenue recognition policies are in compliance with Staff
accounting bulletin (SAB) 104. The Company recognizes product revenue from sales
upon transfer of title, which occurs following shipment of product and payment
thereof has been received and all other revenue recognition criteria are
satisfied.

The principal activity of Direct2Own is financing the purchase of computers,
televisions and other electronic products. The Company generally receives orders
and accepts down payment and twelve monthly payments prior to granting title.
The Company treats the activity as a lease financing activity in accordance with
FAS 98, Accounting for Leases.

During the third quarter, in connection with the Direct2Own division, a total
sales of $58,136 were made during the period and following the receipt of down
payments and monthly payments, there were accounts receivable of $40,825 at
October 31, 2005 that has been reduced by $22,891of unearned revenue to give a
balance of $17,934 of net investment in capital leases.

                                      F-7
<PAGE>

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

Note 3 - Stock transactions

In accordance with an addendum to the Company's convertible debenture and
warrant to purchase common stock, the Company issued during the first fiscal
quarter 11,378,985 shares of stock to the holder of the debenture and converted
$18,158 of the debenture to common stock, reduced shareholder deposit by $70,000
and received $185,595 (approximately $.02 per share).

During the second fiscal quarter the Company issued 696,203 shares of common
stock, valued at $11,000 (approximately $.02 per share) for a conversion of the
debenture and exercise of warrants.

During the third fiscal quarter the debenture holder converted $8,000 of the
debenture and issued warrant shares for a total of 8,815,142 shares of common
stock for a value of $88,000 (approximately $.01 per share).

During the third quarter, the Company refunded five Units in the amount of
$25,000 from the Private Placement Memorandum to four investors.

During the first fiscal quarter the Company issued 7,300,000 shares of common
stock, valued at $270,000 ($.04 and $.03 per share) based on market price on the
transaction date, for services.

Note 4 - Convertible Debenture, Shareholder Deposits and Subscribed Stock

During the third fiscal quarter, the debenture holder wired $89,000 to the
Company that represents a shareholder deposit.

On August 15, 2005, the Company entered into an addendum to the agreement with
the debenture holder. The addendum provided the debenture holder would cancel
the certificate for 20,000,000 restricted shares it was holding and the Company
would issue twenty unrestricted certificates to the debenture holder for
1,000,000 shares each. The debenture holder returned 16,000,000 of the twenty
1,000,000 shares to the Company. The remaining four 1,000,000 shares
certificates continue to be held in escrow.

Conversions of the debenture are described in Note 3.

In the August 15, 2005 addendum, the debenture holder agreed that for every
warrant conversion it would fund no less than 60% in cash to the Company with
the remaining 40% to go toward paying off the shareholder deposit balances.

Note 5 - Stock Options

                                      F-8
<PAGE>

                    DIRECT RESPONSE FINANCIAL SERVICES, INC.
                          (A Development Stage Company)
                   Notes to Consolidated Financial Statements
                                   (Unaudited)

On July 28, 2005, the first order of business for the board of directors was the
ratification and approval of the 2005 Incentive Stock Option Plan. The plan
shall be supported with a proper Form S-8 filing. Stock option grants will be
made to the board of directors to bring the ownership of the Company stock to
42% taking into account the total shares already owned by such individuals on
the date of the grant. The exercise price per share is to be ($.01). The
president of the Company may convert any part or the entirety of his outstanding
loan to the Company or any amounts due the law firm engaged by the Company into
stock options with an exercise price of ($.01).

Note 6 - Restatement of Prior Accumulated Deficit

In connection with the convertible debentures issued January 9, 2003, the
Company has recorded $1,443,020 related to a beneficial conversion feature that
was imbedded in the debenture. The convertible debentures could have been
exercised immediately; therefore the Company should have recorded the difference
between the fair value of the debentures and the value of the stock received
upon conversion. In order to properly account for the beneficial conversion, the
Company has increased common stock and the accumulated deficit by $1,443,020.

                                      F-9
<PAGE>


ITEM 2. MANAGEMENT DISCUSSION AND ANALYSIS

The following discussion of our financial condition and results of our
operations should be read in conjunction with the Financial Statements and Notes
thereto. Our fiscal year ends January 31. In this quarterly report, references
to "Direct Response," "the Company," "we," "us," and "our" refer to Direct
Response Financial Services, Inc. and its subsidiary. Except for the historical
information contained herein, some of the statements in this Report contain
forward-looking statements that involve risks and uncertainties. These
statements are found in the section entitled "Management's Discussion and
Analysis of Financial Condition and Results of Operations." They include
statements concerning: our business strategy; expectations of market and
customer response; liquidity and capital expenditures; future sources of
revenues; expansion of our proposed product line; and trends in industry
activity generally. In some cases, you can identify forward-looking statements
by words such as "may," "will," "should," "expect," "plan," "could,"
"anticipate," "intend," "believe," "estimate," "predict," "potential," "goal,"
or "continue" or similar terminology. These statements are only predictions and
involve known and unknown risks, uncertainties and other factors, including, but
not limited to, the risks outlined under "Risk Factors," that may cause our or
our industry's actual results, levels of activity, performance or achievements
to be materially different from any future results, levels of activity,
performance or achievements expressed or implied by such forward-looking
statements. For example, assumptions that could cause actual results to vary
materially from future results include, but are not limited to: our ability to
successfully develop and market our products to customers; our ability to
generate customer demand for our products in our target markets; the development
of our target markets and market opportunities; and sales of shares by existing
shareholders. Although we believe that the expectations reflected in the forward
looking statements are reasonable, we cannot guarantee future results, levels of
activity, performance or achievements. Unless we are required to do so under US
federal securities laws or other applicable laws, we do not intend to update or
revise any forward-looking statements.

During the previous fiscal quarter to date, we have initiated the following
actions and strategies with regards to the on-going advancement of our business
opportunities:

o     The Company started a new business division known as Direct2Own. This
      business division commenced operations in August of 2005. The business
      provides the sale of computers, televisions, cell phones, and other
      consumer electronics to consumers in the United States with no credit or
      damaged credit. In essence, Direct2Own offers consumer electronics
      products in the sub-prime credit market.

Direct2Own markets its business primarily through the Internet, and print and
television medias. The business promotes itself through its web site located at
www.direct2own.com.

Direct2Own offers consumer electronics products to its qualified customers on
the following general terms and conditions. Customers are required to provide a
modest down payment and must agree to monthly or bi-monthly automatic debits
from the customer's existing checking account, credit card, or debit card.
Direct2Own charges no interest on its products, however, Direct2Own charges a
significant mark-up on the sale of its products above what a consumer would pay
if they were able to make full payment in cash for the same product through a
separate source.

The critical factors for the success of Direct2Own are, in part: (1) the Company
must make good credit decisions with each customer sale to limit customer fraud
or customer defaults, (2) the Company must manage its growth to permit its
infrastructure to concurrently grow in a way to maximize profit while providing
ongoing customer care, (3) the Company must also have access to capital to
permit it to grow its sales since the Company relies on capital to purchase
consumer goods which are in turn resold to the Company's customers, and (4) the
Company needs to maximize its use of advertising media to obtain the lowest
customer acquisition cost practicable.

In the fiscal quarter ending October 31, 2005, the Company was successful in
creating customer sales through the Direct2Own division. The Company treats its
customer sales as actual sales for business purposes. However, the Company's
financial statements reflect these sales as lease payments and the financial
statements do not immediately recognize revenue from such sales due to
applicable accounting rules (See Accompanying Notes under "Revenue
Recognition"). Total sales equaled $58,365.45, which comprised $16,432.96 of
cash received from customers (representing their down payments for consumer
electronics purchased from the Company) and $41,932.49 representing accounts
receivable owed by customers to the Company. These accounts receivable are due
and payable to the Company monthly or bi-monthly and if all payments are made
customer contracts are fully completed within one year after the contract is
created. Importantly, the Company has met all of its obligations to its
customers at such time as its customers receive ordered consumer products from
the Company. Thereafter, the Company interfaces with the customer primarily for
collection of funds, if a customer is late on payment, or if the customer has a
question. Warranty obligations are borne by the manufacturers of the consumer
electronics sold by the Company. The Company bears no warranty obligation to its
customers. Some of the Company's activities were counted as actual sales and
were booked accordingly. This affected the reconciliation of all sales by the
Company noted above to the numbers identified in the accompanying financial
statements.

Following quarter end October 31, 2005, to December 12, 2005, the Company had
additional total sales of approximately $79,000, which comprised approximately
$20,000 of cash received from customers (representing their down payments for
consumer electronics purchased from the Company) and approximately $59,000
representing accounts receivable owed by customers to the Company.

o     Optimum Pay, Inc.- In addition to its pre-existing relationship as a 2%
      owner of all outstanding equity in Optimum Pay USA, Inc. the Company,
      through its subsidiary Direct Card Services, LLC, entered into several
      agreements with OP for issuance and approval of debit card programs. These
      agreements include three existing card programs - (1) the DCS Personal
      Advantage Media Card; (2) the Super A Stored Value Card; and (3) the Power
      92 Stored Value Media Card. Under each of these agreements, the Company is
      committed to purchase a minimum order of 5,000 cards/units.


                                       3
<PAGE>

Direct Card Services has acted to implement and begin the Super A Stored Value
Card program. These actions include the ordering of 14 point of sale units for
distribution among the 14 Super A grocery stores located in Los Angeles,
California. The Company will deploy the units as part of its DirectLoad
Network(TM), a proprietary debit card and electronic funds network of Direct
Card Services.

The Company, through its subsidiary Direct Card Services, LLC, has continued
offering the DCS Personal Advantage Media Card via the Internet at a website
owned by Direct Card Services located at www.dcsmediacard.com.

o     Poder de Compra, Mexico, S.A., is a Mexico-based financial services
      provider that has reached an agreement with Direct Response in order to
      reach the U.S. Hispanic market. Poder de Compra is a well-established
      financial group that focuses on financial services in Mexico, with a
      specific mission to grow its services in managing remittances from
      Mexicans working abroad. The group is affiliated with leading institutions
      including HSBC Bank and Insurance Company in Mexico, Monterey Bank,
      Verizon, the U.S. Hispanic Chamber of Commerce and others. Poder de Compra
      has recently purchased 50,000 debit cards from Direct Card Services. This
      order is considered an initial purchase, which may be followed by several
      additional purchases. The initial payment of $250,000 to be made for the
      cards is to be to Direct Card Services, Direct Response's subsidiary.
      Additional transaction revenue is expected from these 50,000 cards. Since
      the date of the order Poder de Compra has been working directly with
      Optimum Pay, Inc. in furtherance of the contract. Accordingly, Direct Card
      Services will have a decreased share in the revenue expected from these
      card sales as Optimum Pay, Inc. will have a greater share of the
      anticipated revenue. As of this date the exact revenue split between
      Optimum Pay, Inc. and Direct Card Services has yet to be confirmed.
      Optimum Pay, Inc. is still in testing with Poder de Compra to determine
      the validity of certain technology for use in connection with any debit
      card Poder de Compra may deploy in connection with the above. No payments
      have been made by Poder de Compra to Direct Card Services for the initial
      debit card order pending the outcome of the test with Optimum Pay, Inc.

All cards are networked through MasterCard. Further, DCS is approved as an
independent sales organization of MasterCard as part of the bank approval
process for the above card programs through Bank First and First Premier Bank.
In addition, the Company contracted with Optimum Pay for the delivery and
installation of its Internet financial site called www.globalmoneyonline.com.
Optimum Pay provides the interface with the issuing bank and the processor for
the Company's debit card programs. Optimum Pay also manages the data from all
card programs as well as provides some form of customer service for card
customers. Additionally, Optimum Pay operates and maintains the technology
infrastructure for www.globalmoneyonline.com.

o     Agent Agreement with CardService International - The Company continues to
      operate under its Non-Exclusive, Non-Registered Agent Agreement with
      CardService International, Inc. This agreement allows the Company access
      to a card processor for the referral of merchant card processing business.

As it continues to grow, the Company will need additional capital. In the past,
capital needs were met through cash advances by third party investors and
through loans by interested shareholders. In order for the Company to sustain
its projected growth and to achieve its current business model the Company will
require significant capital either through equity investment or through loans.

CAPITAL RAISING ACTIVITIES

We have engaged in the following financing activities and require additional
capital to expand operations to a level where revenues sufficient to sustain
operations can be generated.

Private Sale of Convertible Debenture

In January 2003, as amended on May 19, 2003, we signed a Securities Purchase
Agreement with La Jolla Cove Investors, Inc. for the sale of a $150,000 8%
convertible debenture and non-detachable warrant to purchase up 1,500,000 shares
of our common stock. The debenture bears interest at 8%, matures two years from
the date of issuance and is convertible into shares of our common stock. The
number of common shares into which this debenture may be converted is equal to
the dollar amount of the debenture being converted multiplied by eleven, minus
the product of the conversion price, multiplied by ten times the dollar amount
of the debenture being converted, divided by the conversion price. The
conversion price is equal to the lesser of: (i) $1.00 or (ii) 80% of the average
of the five lowest volume weighted average prices during the 20 calendar days
prior to the conversion date. The full principal amount of the convertible
debentures are due upon default under the terms of convertible debentures.

On or about February 19, 2004, the Company and La Jolla Cove Investors entered
into an Addendum to the debenture which provided that upon effectiveness of the
Company's SB-2 Registration Statement (which was declared effective as of
February 19, 2004), La Jolla would immediately effect a $2,500 conversion of the
debenture and $25,000 warrant exercise, along with providing a $150,000
pre-payment to the Company against future warrant conversions.

On March 23, 2004, the Company and La Jolla entered into another Addendum to the
debenture which provided the following:

o     For a period of 60 days from the Addendum La Jolla would convert no more
      than $2,200 of the debenture and related Warrants per calendar week, on a
      cumulative basis

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<PAGE>


o     Beginning from the 61st day from the Addendum the 10% monthly maximum
      conversion amount shall be 20% if the volume weighted average price is
      above $0.63

o     The maturity date of the debenture is extended to January 9, 2006, and the
      expiration date of the non-detachable warrant is extended to January 9,
      2007

o     If a conversion election is made by La Jolla on a date when the volume
      weighted average price is below $0.63, the Company shall have the right to
      prepay that portion of the debenture that La Jolla elected to convert at
      150% of such amount.

On June 24, 2004, the Company and La Jolla entered into another Addendum to the
debenture which provided that La Jolla would provide a $60,000 pre-payment to
the Company against future warrant conversions in exchange for the Company
delivering 2,000,000 shares of stock pursuant to the Company's February 19,
2004, SB-2 Registration Statement to be held by La Jolla in anticipation of
future debenture conversions and warrant exercise by La Jolla.

On or about November 9, 2004, the Company and La Jolla Cove Investors entered
into an Addendum to the debenture which provided that upon effectiveness of the
Company's SB-2 Registration Statement, La Jolla would immediately provide a
$150,000 pre-payment to the Company against future warrant conversions.
Additionally, La Jolla agreed that its sales of Company shares would be limited
to no more than 18% of the daily volume of the shares on any given date.
Further, under the Addendum the Company has the right to pre-purchase debenture
conversion shares directly from La Jolla. Pursuant to the Addendum, the Company
issued a certificate in the amount of 20,000,000 shares to La Jolla to be held
in trust by La Jolla's attorney pending future debenture conversions.

On August 15, 2005, the Company and La Jolla Cove Investors entered into an
Addendum to the debenture which provided the following: (a) La Jolla would
cancel the certificate being held by its attorney in the amount of 20,000,000
shares received pursuant to the November 9, 2004, Addendum and the Company would
issue replacement certificates in the form of twenty unrestricted certificates
for 1,000,000 each to La Jolla to be held in trust by La Jolla's attorney
pending future debenture conversions; (b) La Jolla would provide a $45,000
pre-payment to the Company against future warrant conversions (to be credited to
the November 9, 2004, addendum pre-payment balance); (c) LJCI would submit a
warrant conversion in the amount of $1,354 for which shares could be issued by
the Company to a third party for investor relations services in exchange for
which La Jolla received a $20,000 warrant pre-payment credit; and (d) the
Company has the right to redeem any pre-paid warrant credits for 125% of the
outstanding amount of such credits.

On September 26, 2005, the Company and La Jolla Cove Investors entered into an
Addendum to the debenture which provided the following: (a) The Company granted
La Jolla a security interest in its assets and the assets of Direct2Own to
secure repayment of warrant prepayments under the debenture (this obligation
expires January 9, 2006, when the debenture itself becomes due and payable); (b)
Alan Atlas, Esq. surrendered to the Company's transfer agent 3,000,000 shares
that he was holding for La Jolla with instructions to cancel said shares (the
transfer agent thereafter canceled these shares); and (c) La Jolla would submit
an immediate $2,000 debenture conversion and $20,000 warrant exercise, with
$12,000 being wired to the Company and $8,000 being subtracted from the November
2004 warrant prepayment balance.

To date, La Jolla has converted $59,013 of the debenture, leaving a debenture
balance of $90,987. There are currently three sets of warrant pre-payment
balances with La Jolla: (1) the June 29, 2004, addendum warrant pre-payment
balance is currently at $30,000; (2) the November 9, 2004, addendum warrant
pre-payment balance is currently at $56,455; and the August 15, 2005, addendum
warrant pre-payment balance is currently at $65,000. To date, La Jolla has been
issued 21,556,844 shares under the debenture.

PRIVATE SALE OF STOCK

During the quarter, no private sales of stock took place.

ONGOING REQUIREMENTS

We will have to secure additional capital to meet our ongoing requirements and
to meet our stated objectives throughout the 2005 fiscal year. We are
identifying potential investors in conjunction with our current finance
partners, and will seek to secure new investment banking partners on an ongoing
basis. Of course, sources of capital and the cost of capital are subject to
prevailing and general market conditions. Moreover, any terms and conditions
related to such investment or loan are contingent upon satisfactory terms and
conditions for the Company. Based on current market conditions and given our
success in raising private financing in the past, we expect that we will be able
to complete financings as required for growth and operations. We are continuing
to review all opportunities for both long-term equity programs as well as debt
financing. Any significant capital expenses or increases in operating costs will
be dependent upon our ability to raise additional capital, debt financing or
generate revenue from sales of our products or services.

ITEM 3. CONTROLS AND PROCEDURES

As of the end of the period covered by this report, we conducted an evaluation,
under the supervision and with the participation of our chief executive officer
and chief financial officer of our disclosure controls and procedures (as
defined in Rule 13a-15(e) and Rule 15d-15(e) of the Exchange Act). Based upon
this evaluation, our chief executive officer and chief financial officer
concluded that our disclosure controls and procedures are effective to ensure
that information required to be disclosed by us in the reports that we file or
submit under the Exchange Act is recorded, processed, summarized and reported,
within the time periods specified in the Commission's rules and forms. There was
no change in our internal controls or in other factors that could affect these
controls during our last fiscal quarter that has materially affected, or is
reasonably likely to materially affect, our internal control over financial
reporting.


                                       5
<PAGE>


                                     PART II

                                OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Direct Response Financial Services, Inc. has never been in bankruptcy,
receivership or any similar legal proceeding, and is not subject to any pending
legal proceedings. Direct Response Financial Services, Inc. is not aware of any
threatened legal proceedings. The foregoing is also true, to the knowledge of
the Company, with respect to each officer, director and control shareholder as
well as any entity owned by any officer, director and control shareholder.

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

None

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None

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

None

ITEM 5. OTHER INFORMATION

None

ITEM 6. EXHIBITS

31.1 Certification by Chief Executive Officer and Chief Financial Officer
pursuant to Sarbanes-Oxley Section 302: Provided Herewith

32.1 Certification by Chief Executive Officer and Chief Financial Officer
pursuant to 18 U.S. C. Section 1350: Provided Herewith


                                       6
<PAGE>


                                   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, thereunto duly
authorized.

                                       DIRECT RESPONSE FINANCIAL SERVICES, INC.


                                       BY: /s/ T. Randolph Catanese
                                       -------------------------------------
                                       T. Randolph Catanese, CEO, Acting CFO

                                       Dated: December 20, 2005



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


            NAME                       TITLE                           DATE
            ----                       -----                           ----

/s/ T. Randolph Catanese           CEO, CFO and Director      December 20, 2005
---------------------------
T. Randolph Catanese

/s/ Douglas Hume                   Director                   December 20, 2005
---------------------------
Douglas Hume

/s/ Edward Kim                     Director                   December 20, 2005
---------------------------
Edward Kim


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