SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB
(Mark One)
|X|              ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
                 EXCHANGE ACT OF 1934

                        For the quarterly period ended
                                  June 30, 2005
   OR
|_|           TRANSITION REPORT PURSUANT TO SECTION 13 OR
               15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
                  For the transition period from        to

                      Commission file number 0-31385

                     BOULEVARD ACQUISITION CORPORATION
           (Exact name of registrant as specified in its charter)

              Delaware                             52-2257546
        (State or other jurisdiction of         (I.R.S. Employer
        incorporation or organization)          Identification No.)

               1504 R Street, N.W., Washington, D.C. 20009
           (Address of principal executive offices)  (zip code)

                                202/387-5400
          (Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the last 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 equity, as of the latest practicable date.

         Class              Outstanding at June 30, 2005

Common Stock, par value $0.0001                 300,000

Documents incorporated by reference:            None

<PAGE>

               PART I  -- FINANCIAL INFORMATION

              BOULEVARD ACQUISITION CORPORATION
               (A DEVELOPMENT STAGE COMPANY)
                       BALANCE SHEET
                  AS OF June 30, 2005
                       (Unaudited)
                  -----------------------

                                     ASSETS
                                     ------

Cash                                                                      $ 100
                                                                          -----
TOTAL ASSETS                                                              $ 100
                                                                          =====

                      LIABILITIES AND STOCKHOLDER'S EQUITY
                      ------------------------------------

LIABILITIES                                                               $  --

STOCKHOLDER'S EQUITY

Preferred Stock, $.0001 par value,
 20,000,000 shares authorized,
 none issued and outstanding                                                 --
Common Stock, $.0001 par value,
 100,000,000 shares authorized,
 300,000 issued and outstanding                                              30
Additional paid-in capital                                                  605
Deficit accumulated during
    development stage                                                      (535)
                                                                          -----
 Total Stockholder's Equity                                                 100
                                                                          -----
TOTAL LIABILITIES AND
  STOCKHOLDER'S EQUITY                                                    $ 100
                                                                          =====

             See accompanying notes to financial statements

<PAGE>

                        BOULEVARD ACQUISITION CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                             STATEMENT OF OPERATIONS
                                   (Unaudited)
                             -----------------------

                                                                   March 24,
                                                                   1999
                 For the 6-months ended  For the 3-months ended    (Inception)
                  June 30  June 30         June 30  June 30        to June 30
                  2005     2004            2005      2004          2005
                 ------    ------         ------    ------          -----

Income           $   --    $   --         $   --    $   --          $  --

Expenses
  Organization
    expense          --        --             --        --            535
                 ------    ------         ------    ------          -----
Total expenses       --        --             --        --            535
                 ------    ------         ------    ------          -----
NET LOSS         $   --    $   --         $   --    $   --          $(535)
                 ======    ======         ======    ======          =====

                See accompanying notes to financial statements

                        BOULEVARD ACQUISITION CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDER'S EQUITY
                 FOR THE PERIOD FROM MARCH 24, 1999 (INCEPTION)
                                TO JUNE 30, 2005
                                   (Unaudited)
                              --------------------
<TABLE>
<CAPTION>
                                                                    Deficit
                                                                    Accumulated
                                                        Additional  During
                             Common Stock Issued        Paid-In     Development
                             Shares        Amount       Capital     Stage           Total
                           ----------    ----------    ----------   ----------    ----------
<S>                         <C>          <C>           <C>          <C>           <C>
Common Stock Issuance       1,000,000    $      100    $       --   $       --    $      100

Fair value of expenses
  contributed                      --            --           535           --           535
Shares contributed           (700,000)          (70)           70
Net loss for the periods
ended:
 December 31, 1999                 --            --            --         (535)         (535)
 December 31, 2000                 --            --            --           --            --
 December 31, 2001                 --            --            --           --            --
 December 31, 2002                 --            --            --           --            --
 December 31, 2003                 --            --            --           --            --
 December 31, 2004                 --            --            --           --            --
 June 30, 2005                     --            --            --           --            --
                           ----------    ----------    ----------   ----------    ----------
BALANCE AT
  JUNE 30, 2005               300,000    $       30    $      605   $     (535)   $      100
========================   ==========    ==========    ==========   ==========    ==========
</TABLE>

                 See accompanying notes to financial statements

<PAGE>

                        BOULEVARD ACQUISITION CORPORATION
                          (A DEVELOPMENT STAGE COMPANY)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                            ------------------------

<TABLE>
<CAPTION>
                                                                         For The Period
                                                                             From
                                           January 1,       January 1,    March 24,1999
                                            2005 to          2004 to      (Inception)to
                                          June 30, 2005    June 30,2004   JUNE 30, 2005
                                            ---------       ---------       ---------
<S>                                         <C>             <C>             <C>
CASH FLOWS FROM OPERATING
   ACTIVITIES:

Net loss                                    $      --       $      --       $    (535)
Adjustment to reconcile
 net loss to net cash used by
 operating activities

Contributed expenses                               --              --             535
                                            ---------       ---------       ---------
 Net Cash Used In Operating
     Activities                                    --              --              --
                                            ---------       ---------       ---------
CASH FLOWS FROM INVESTING ACTIVITIES               --              --              --
                                            ---------       ---------       ---------
CASH FLOWS FROM FINANCING ACTIVITIES:

 Proceeds from issuance of
      common stock                                 --              --             100
                                            ---------       ---------       ---------
 Net Cash Provided By Financing
    Activities                                     --              --             100
                                            ---------       ---------       ---------
INCREASE IN CASH AND CASH EQUIVALENTS              --              --             100

CASH AND CASH EQUIVALENTS - BEGINNING
   OF PERIOD                                      100             100              --
                                            ---------       ---------       ---------
CASH AND CASH EQUIVALENTS -
   END OF PERIOD                            $     100       $     100       $     100
=======================================     =========       =========       =========
</TABLE>

                 See accompanying notes to financial statements

<PAGE>

NOTE 1 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(A) Organization and Business Operations

Boulevard Acquisition Corporation (a development stage company) ("the Company")
was incorporated in Delaware on March 24, 1999 to serve as a vehicle to effect a
merger, exchange of capital stock, asset acquisition or other business
combination with a domestic or foreign private business. At June 30, 2005, the
Company had not yet commenced any formal business operations, and all activity
to date relates to the Company's formation. The Company's fiscal year end is
December 31.

The Company's ability to commence operations is contingent upon its ability to
identify a prospective target business.

(B) Use of Estimates

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

(C) Cash and Cash Equivalents

For purposes of the statement of cash flows, the Company considers all highly
liquid investments purchased with an original maturity of three months or less
to be cash equivalents.

(D) Income Taxes

The Company accounts for income taxes under the Financial Accounting Standards
Board of Financial Accounting Standards No. 109, "Accounting for Income Taxes"
("Statement 109"). Under Statement 109, deferred tax assets and liabilities are
recognized for the future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax basis. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled. Under
Statement 109, the effect on deferred tax assets and liabilities of a change in
tax rates is recognized in income in the period that includes the enactment
date. There were no current or deferred income tax expense or benefits due to
the Company not having any material operations for the years ended December 31,
2003 and 2002.

(E) Recent Accounting Pronouncements

In December 2004, the FASB issued SFAS No. 123 (R), "Share-Based Payment". SFAS
No. 123 (R) revises SFAS No. 123, "Accounting for Stock-Based Compensation" and
supersedes APB Opinion No. 25, "Accounting for Stock Issued to Employees". SFAS
No. 123 (R) focuses primarily on the accounting for transactions in which an
entity obtains employee services in share-based payment transactions. SFAS No.
123 (R) requires companies to recognize in the statement of operations the cost
of employee services received in exchange for awards of equity instruments based
on the grant-date fair value of those awards (with limited exceptions). SFAS No.
123 (R) is effective as of the first interim or annual reporting period that
begins after December 15, 2005 for small business issuers. Accordingly, the
Company will adopt SFAS No. 123 (R) in its quarter ending March 31, 2006. The
Company is currently evaluating the provisions of SFAS No. 123 (R) and has not
yet determined the impact, if any, that SFAS No. 123 (R) will have on its
financial statement presentation or disclosures.

<PAGE>

In November 2004, the FASB issued SFAS No. 151, Inventory Costs - an amendment
of ARB No. 43, Chapter 4. This Statement amends the guidance in ARB No. 43,
Chapter 4, "Inventory Pricing," to clarify the accounting for abnormal amounts
of idle facility expense, freight, handling costs, and wasted material
(spoilage). In addition, this Statement requires that allocation of fixed
production overheads to the costs of conversion be based on the normal capacity
of the production facilities. This statement is effective for inventory costs
incurred during fiscal years beginning after June 15, 2005. Management does not
believe the adoption of this Statement will have any immediate material impact
on the Company.

In December 2004, the FASB issued SFAS No.153. This Statement addresses the
measurement of exchanges of nonmonetary assets set forth in APB Opinion No. 29,
Accounting for Nonmonetary Transactions. This Statement amends Opinion 29 to
eliminate the exception for nonmonetary exchanges of similar productive assets
and replaces it with a general exception for exchanges of nonmonetary assets
that do not have commercial substance. A nonmonetrary exchange has commercial
substance if the future cash flows of the entity are expected to change
significantly as a result of the exchange. This Statement is effective for
financial statements for fiscal years beginning after June 15, 2005. Earlier
application is permitted for nonmonetary asset exchanges incurred during fiscal
years beginning after the date of this statement is issued. Management believes
the adoption of this Statement will have no impact on the financial statements
of the Company.

NOTE 2 STOCKHOLDER'S EQUITY

(A) Preferred Stock

The Company is authorized to issue 20,000,000 shares of preferred stock at
$.0001 par value, with such designations, voting and other rights and
preferences as may be determined from time to time by the Board of Directors.

(B) Common Stock

The Company is authorized to issue 100,000,000 shares of common stock at $.0001
par value. The Company issued 1,000,000 shares of its common stock to Pierce
Mill Associates, Inc. pursuant to Section 4(2) of the Securities Act of 1933 for
an aggregate consideration of $100. In April 2005, the sole shareholder
contributed 700,000 shares to the Company which were retired. The contribution
was made to facilitate the negotiations for the business combination discussed
in Note 5 as a subsequent event

<PAGE>

(C) Additional Paid-In Capital

Additional paid-in capital at June 30, 2005 represents the fair value of the
amount of organization and professional costs incurred by related parties on
behalf of the Company (See Note 4).

NOTE 3 AGREEMENT

On April 1, 1999, the Company signed an agreement with Rock Creek Capital
Corporation (Rock Creek), a related entity (See Note 4). The Agreement calls for
Rock Creek to provide the following services, without reimbursement from the
Company, until the Company enters into a business combination as described in
Note 1(A):

1.    Preparation and filing of required documents with the Securities and
      Exchange Commission.

2.    Location and review of potential target companies.

3.    Payment of all corporate, organizational, and other costs incurred by the
      Company.

NOTE 4 RELATED PARTIES

Legal counsel to the Company is a firm owned by a director of the Company who
also owns 100% of the outstanding stock of Pierce Mill Associates, Inc. and Rock
Creek (See Note 3).

NOTE 5 SUBSEQUENT EVENT

The Company has entered into discussions with a private operating Company for
the acquisition of the Company to be the vehicle into which the assets and
operations of a private food processing company can be assumed. There is no
definitive agreement on this potential transaction. To facilitate the
discussions new Directors were elected and new officers were appointed.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANAYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERAITONS

      The Company will attempt to locate and negotiate with a business entity
for the combination of that target company with the Company. The combination
will normally take the form of a merger, stock-for-stock exchange or
stock-for-assets exchange (the "business combination"). In most instances the
target company will wish to structure the business combination to be within the
definition of a tax-free reorganization under Section 351 or Section 368 of the
Internal Revenue Code of 1986, as amended. No assurances can be given that the
Company will be successful in locating or negotiating with any target business.

      The Company has not restricted its search for any specific kind of
businesses, and it may acquire a business which is in its preliminary or
development stage, which is already in operation, or in essentially any stage of
its business life. It is impossible to predict the status of any business in
which the Company may become engaged, in that such business may need to seek
additional capital, may desire to have its shares publicly traded, or may seek
other perceived advantages which the Company may offer.

<PAGE>

      In implementing a structure for a particular business acquisition, the
Company may become a party to a merger, consolidation, reorganization, joint
venture, or licensing agreement with another corporation or entity.

      It is anticipated that any securities issued in any such business
combination would be issued in reliance upon exemption from registration under
applicable federal and state securities laws. In some circumstances, however, as
a negotiated element of its transaction, the Company may agree to register all
or a part of such securities immediately after the transaction is consummated or
at specified times thereafter. If such registration occurs, it will be
undertaken by the surviving entity after the Company has entered into an
agreement for a business combination or has consummated a business combination.
The issuance of additional securities and their potential sale into any trading
market which may develop in the Company's securities may depress the market
value of the Company's securities in the future if such a market develops, of
which there is no assurance.

      The Company will participate in a business combination only after the
negotiation and execution of appropriate agreements. Negotiations with a target
company will likely focus on the percentage of the Company which the target
company shareholders would acquire in exchange for their shareholdings. Although
the terms of such agreements cannot be predicted, generally such agreements will
require certain representations and warranties of the parties thereto, will
specify certain events of default, will detail the terms of closing and the
conditions which must be satisfied by the parties prior to and after such
closing and will include miscellaneous other terms. Any merger or acquisition
effected by the Company can be expected to have a significant dilutive effect on
the percentage of shares held by the Company's shareholders at such time.

ITEM 3. CONTROLS AND PROCEEDURES

      Pursuant to Rules adopted by the Securities and Exchange Commission under
Section 302(a) of the Sarbanes-Oxley Act of 2002, the Company carried out an
evaluation of the effectiveness of the design and operation of its disclosure
controls and procedures pursuant to Exchange Act Rule 13a-14. This evaluation
was as of the end of the fiscal period covered by this report done under the
supervision and with the participation of the Company's principal executive
officer (who is also the principal financial officer). There have been no
significant changes in internal controls or in other factors that could
significantly affect internal controls subsequent to the date of the evaluation.
Based upon that evaluation, he believes that the Company's disclosure controls
and procedures are effective in gathering, analyzing and disclosing information
needed to ensure that the information required to be disclosed by the Company in
its periodic reports is recorded, summarized and processed timely. The principal
executive officer is directly involved in the day-to-day operations of the
Company.

<PAGE>

                          PART II -- OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

      There are no legal proceedings against the Company and the Company is
unaware of such proceedings contemplated against it.

ITEM 2. CHANGES IN SECURITIES

      Not applicable.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

      Not applicable.

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

      Not applicable.

ITEM 5. OTHER INFORMATION

      Not applicable.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

      (a)   Exhibits

      None

      (b)   Reports on Form 8-K

      There were no reports on Form 8-K filed by the Company during the quarter.

SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                       BOULEVARD ACQUISITION CORPORATION

Dated:   August 11, 2005               By:  /s/ Marshall F Sparks
                                            ------------------------------------
                                            Secretary

      Pursuant to the Securities Exchange Act of 1934, 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                          OFFICE              DATE

/s/ Marshall F Sparks         Director            August 11, 2005