---

**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 August 31, 2005

 ̈ TRANSITION REPORT
  UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT
  For the transition period from _________ to _________

Commission File Number: 000-29990

SENSE TECHNOLOGIES INC.
  (Name of Small Business Issuer in its charter)

|Yukon Territory                 | 90010141                  
|------------------------------- | --------------------------
|(state or other jurisdiction of | (I.R.S. Employer I.D. No.)
|incorporation or organization)  |                           

2535 N Carleton Avenue, Grand Island, Nebraska 68803
  (Address of principal executive offices)

(308) 381-1355
  Issuers telephone number

Check whether the registrant (1) filed all reports required
  to be filed by sections 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.
  Yes x No  ̈

The number of outstanding shares of the issuers common
  stock at October 19, 2005 was 37,940,811 shares.

Transitional Small Business Disclosure Format: YES  ̈
  NO x

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|SENSE TECHNOLOGIES INC.
|-----------------------
|INDEX TO FORM 10QSB    

|PART I  FINANCIAL INFORMATION
|------------------------------
|                              
|Item 1.                       
|                              
|Item 2.                       
|
|                              
|Item 3.                       
|                              
|PART II  OTHER INFORMATION   
|                              
|Item 1.                       
|                              
|Item 6.                       
|                              
|SIGNATURES                    

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PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

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SENSE TECHNOLOGIES INC.

INTERIM FINANCIAL STATEMENTS

August 31, 2005

(Stated in U.S. Dollars)

(Unaudited)

F-1

---

SENSE TECHNOLOGIES INC.INTERIM BALANCE SHEET
  August 31, 2005 and February 28, 2005
  (Stated in U.S. Dollars)
  (Unaudited)

|                                                                               |   | August 31,  |   |   | February 28 |  
|------------------------------------------------------------------------------ | - | ----------- | - | - | ----------- | -
|                                                                               |   | 2005        |   |   | 2005        |  
|ASSETS                                                                        
|                                                                               |   |             |   |   |             |  
|Current                                                                        |   |             |   |   |             |  
|Cash                                                                           | $ | -           |   | $ | 131,313     |  
|Accounts receivable  trade                                                    |   | 9,249       |   |   | 18,347      |  
| share subscriptions                                                          |   | 3,000       |   |   | -           |  
|Inventory                                                                      |   | 678,682     |   |   | 577,285     |  
|Prepaids                                                                       |   | 37,324      |   |   | 13,392      |  
|                                                                               |   |             |   |   |             |  
|                                                                               |   | 728,255     |   |   | 740,337     |  
|Equipment                                                                      |   | 50,030      |   |   | 55,027      |  
|Intangible assets  Note 3                                                     |   | 162,349     |   |   | 158,350     |  
|                                                                               |   |             |   |   |             |  
|                                                                               | $ | 940,634     |   | $ | 953,714     |  
|                                                                               |   |             |   |   |             |  
|LIABILITIES                                                                   
|                                                                               |   |             |   |   |             |  
|Current                                                                        |   |             |   |   |             |  
|Bank indebtedness                                                              | $ | 55,856      |   | $ | -           |  
|Accounts payable and accrued
      liabilities  Note 4                        |   | 800,738     |   |   | 774,551     |  
|Advances payable                                                               |   | 116,900     |   |   | 49,100      |  
|Dividends payable 
      Note 2                                               |   | 97,839      |   |   | 229,571     |  
|Convertible promissory notes payable                                           |   | 584,447     |   |   | 584,447     |  
|Current portion of license
      fee payable  Note 3                          |   | 25,000      |   |   | 60,000      |  
|Promissory note payable                                                        |   | 17,146      |   |   | 40,000      |  
|                                                                               |   |             |   |   |             |  
|                                                                               |   | 1,697,926   |   |   | 1,737,669   |  
|License fee payable                                                            |   | -           |   |   | 2,500       |  
|                                                                               |   |             |   |   |             |  
|                                                                               |   | 1,697,926   |   |   | 1,740,169   |  
|                                                                               |   |             |   |   |             |  
|STOCKHOLDERS' DEFICIENCY                                                      
|                                                                               |   |             |   |   |             |  
|Class A preferred shares, without par value,
      redeemable at $1 per share, |   |             |   |   |             |  
|20,000,000 shares authorized, 343,050 shares issued at August
      31, 2005   |   |             |   |   |             |  
|(February 28, 2005: 1,593,028)  Note
      2                                  |   | 343,048     |   |   | 1,593,025   |  
|Common stock, without par value, 100,000,000 shares authorized,                |   |             |   |   |             |  
|34,039,011 issued at August 31, 2005 (February
      28, 2005: 22,875,158)     |   |             |   |   |             |  
| Notes 2 and 6                                                                |   | 9,938,332   |   |   | 8,228,246   |  
|Common stock subscribed  Note 2                                               |   | 121,000     |   |   | 232,200     |  
|Promissory note receivable                                                     |   | (585,000    | ) |   | (585,000    | )
|Subscriptions receivable                                                       |   | (50,000     | ) |   | -           |  
|Additional paid-in capital                                                     |   | 62,529      |   |   | 62,529      |  
|Deficit                                                                        |   | (10,587,201 | ) |   | (10,317,455 | )
|                                                                               |   |             |   |   |             |  
|                                                                               |   | (757,292    | ) |   | (786,455    | )
|                                                                               |   |             |   |   |             |  
|                                                                               | $ | 940,634     |   | $ | 953,714     |  

SEE ACCOMPANYING NOTES

F-2

---

SENSE TECHNOLOGIES INC.INTERIM STATEMENTS OF LOSS
  for the three and six months ended August 31, 2005 and 2004
  (Stated in U.S. Dollars)
  (Unaudited)

|                                                |   | Three months ended |   |   | Six months ended |  
|----------------------------------------------- | - | ------------------ | - | - | ---------------- | -
|                                                |   | August 31,         |   |   | August 31,       |  
|                                                |   | 2005               |   |   | 2004             |  
|                                                |   |                    |   |   |                  |  
|Sales                                           | $ | 10,225             |   | $ | 12,197           |  
|Direct costs  Note 3                           |   | 5,623              |   |   | 7,175            |  
|                                                |   |                    |   |   |                  |  
|Gross margin                                    |   | 4,602              |   |   | 5,022            |  
|                                                |   |                    |   |   |                  |  
|Expenses                                        |   |                    |   |   |                  |  
|Advertising and marketing                       |   | 17,144             |   |   | 30               |  
|Amortization                                    |   | 2,499              |   |   | 1,433            |  
|Bad debts                                       |   | 833                |   |   | -                |  
|Consulting fees                                 |   | 1,675              |   |   | 525              |  
|Filing fees                                     |   | (1,320             | ) |   | 1,475            |  
|Insurance                                       |   | 12,871             |   |   | 42,728           |  
|Interest and bank charges                       |   | 3,901              |   |   | 374              |  
|Interest on convertible promissory notes        |   |                    |   |   |                  |  
| Note 4                                        |   | 16,106             |   |   | 16,106           |  
|Legal and accounting  Note 4                   |   | 36,156             |   |   | 40,257           |  
|Office and miscellaneous                        |   | 5,403              |   |   | 2,679            |  
|Rent                                            |   | 454                |   |   | -                |  
|Shareholder information and printing            |   | 13,326             |   |   | 2,173            |  
|Telephone and utilities                         |   | 119                |   |   | 842              |  
|Transfer agent fees                             |   | 4,722              |   |   |                  |  
|Travel                                          |   | 1,265              |   |   | 303              |  
|                                                |   | 115,154            |   |   | 108,925          |  
|                                                |   |                    |   |   |                  |  
|Loss before other items                         |   | (110,552           | ) |   | (103,903         | )
|                                                |   |                    |   |   |                  |  
|Other items:                                    |   |                    |   |   |                  |  
|Loan fee                                        |   | (4,000             | ) |   | -                |  
|Loss on disposition of capital
      assets     |   | -                  |   |   | (3,455           | )
|Interest income  Note 4                        |   | 13,163             |   |   | 13,163           |  
|Provision for accrued interest
      receivable |   |                    |   |   |                  |  
|- Note 4                                        |   | (13,163            | ) |   | (13,163          | )
|                                                |   |                    |   |   |                  |  
|Net loss for the period                         | $ | (114,552           | ) | $ | (107,358         | )
|                                                |   |                    |   |   |                  |  
|Basic and diluted loss per share                | $ | (0.00              | ) | $ | (0.01            | )
|                                                |   |                    |   |   |                  |  
|Weighted average number of shares               |   |                    |   |   |                  |  
|outstanding                                     |   | 28,046,212         |   |   | 7,370,332        |  

SEE ACCOMPANYING NOTES

F-3

---

SENSE TECHNOLOGIES INC.INTERIM STATEMENTS OF DEFICIT
  for the six months ended August 31, 2005 and 2004
  (Stated in U.S. Dollars)
  (Unaudited)

|                             |   | 2005        |   |   | 2004       |  
|---------------------------- | - | ----------- | - | - | ---------- | -
|                             |   |             |   |   |            |  
|Deficit, beginning of period | $ | (10,317,455 | ) | $ | (9,658,737 | )
|                             |   |             |   |   |            |  
|Dividends                    |   | (22,289     | ) |   | (79,651    | )
|                             |   |             |   |   |            |  
|Net loss for the period      |   | (247,457    | ) |   | (132,717   | )
|                             |   |             |   |   |            |  
|Deficit, end of period       | $ | (10,587,201 | ) | $ | (9,871,105 | )

SEE ACCOMPANYING NOTES

F-4

---

SENSE TECHNOLOGIES INC.INTERIM STATEMENTS OF CASH FLOWS
  for the six months ended August 31, 2005 and 2004
  (Stated in U.S. Dollars)
  (Unaudited)

|                                                    |   | 2005     |   |   | 2004     |  
|--------------------------------------------------- | - | -------- | - | - | -------- | -
|Operating Activities                                |   |          |   |   |          |  
|Net loss for the period                             | $ | (247,457 | ) | $ | (132,717 | )
|Add items not involving cash:                       |   |          |   |   |          |  
|Loss
      on disposition of capital assets         |   | -        |   |   | 3,455    |  
|Common shares issued
      for advertising and      |   |          |   |   |          |  
|consulting
      services                           |   | 5,000    |   |   | -        |  
|Common shares issued
      for a loan fee           |   | 4,000    |   |   | -        |  
|Amortization                                        |   | 4,997    |   |   | 3,715    |  
|Changes in non-cash working capital balances        |   |          |   |   |          |  
|related to operations:                              |   |          |   |   |          |  
|Accounts receivable                                 |   | 9,098    |   |   | (4,896   | )
|Inventory                                           |   | (101,397 | ) |   | 5,623    |  
|Prepaids                                            |   | (23,932  | ) |   | (20,174  | )
|Accounts
      payable                              |   | 26,187   |   |   | 54,631   |  
|Advances payable                                    |   | 67,800   |   |   | (2,800   | )
|Dividends
      payable                             |   | (22,289  | ) |   | 79,651   |  
|Promissory note payable                             |   | (22,854  | ) |   | -        |  
|License
      fee payable                           |   | (37,500  | ) |   | -        |  
|                                                    |   |          |   |   |          |  
|Net cash used in operations                         |   | (338,347 | ) |   | (13,512  | )
|                                                    |   |          |   |   |          |  
|Investing Activities                                |   |          |   |   |          |  
|Patent cost                                         |   | (3,999   | ) |   | -        |  
|Proceeds from disposition
      of capital assets   |   | -        |   |   | 7,000    |  
|                                                    |   |          |   |   |          |  
|Net cash provided by (used in) investing activities |   | (3,999   | ) |   | 7,000    |  
|                                                    |   |          |   |   |          |  
|Financing Activities                                |   |          |   |   |          |  
|Convertible promissory notes payable                |   | -        |   |   | (20      | )
|Subscriptions receivable                            |   | (53,000  | ) |   | -        |  
|Dividends                                           |   | 22,289   |   |   | (79,651  | )
|Bank Indebtedness                                   |   | 55,856   |   |   |          |  
|Common shares issued for cash                       |   | 85,888   |   |   | -        |  
|Common shares subscribed                            |   | 100,000  |   |   | 84,000   |  
|                                                    |   |          |   |   |          |  
|Net cash provided by financing activities           |   | 211,033  |   |   | 4,329    |  
|                                                    |   |          |   |   |          |  
|Decrease in cash during the period                  |   | (131,313 | ) |   | (2,183   | )
|                                                    |   |          |   |   |          |  
|Cash, beginning of period                           |   | 131,313  |   |   | 1,800    |  
|                                                    |   |          |   |   |          |  
|Cash, end of period                                 | $ | -        |   | $ | 383      |  
|                                                    |   |          |   |   |          |  
|Supplementary cash flow information:                |   |          |   |   |          |  
|Cash paid for                                       |   |          |   |   |          |  
|Interest                                            | $ | -        |   | $ | -        |  
|                                                    |   |          |   |   |          |  
|Taxes                                               | $ | -        |   | $ | -        |  
|                                                    |   |          |   |   |          |  
|Non-cash Transactions  Note 5                      |   |          |   |   |          |  

SEE ACCOMPANYING NOTES

F-5

---

SENSE TECHNOLOGIES INC.STATEMENT OF STOCKHOLDERS DEFICIENCY 
  for the period ended August 31, 2005
  (Stated in U.S. Dollars) 
  (Unaudited)

|                                                                                                        |  |            |        |  | Common Stock |       |   | Preferred Stock |   |  |            |   |   | Promissory |   |   | Common  |   |   |            |   |   | Preferred  |   |   |              |   |   |            |  
|------------------------------------------------------------------------------------------------------- |  | ---------- | ------ |  | ------------ | ----- | - | --------------- | - |  | ---------- | - | - | ---------- | - | - | ------- | - | - | ---------- | - | - | ---------- | - | - | ------------ | - | - | ---------- | -
|                                                                                                        |  |            |        |  | Issued       |       |   |                 |   |  | Issued     |   |   |            |   |   | Paid-in |   |   | Note       |   |   | Stock      |   |   | Subscription |   |   | Stock      |  
|                                                                                                        |  |            |        |  | Shares       |       |   | Amount          |   |  | Shares     |   |   | Amount     |   |   | Capital |   |   | Receivable |   |   | Subscribed |   |   | Receivable   |   |   | Subscribed |  
|                                                                                                        |  |            |        |  |              |       |   |                 |   |  |            |   |   |            |   |   |         |   |   |            |   |   |            |   |   |              |   |   |            |  
|Balance, February 29, 2004                                                                              |  |            |        |  | 13,340,522   |       | $ | 7,599,828       |   |  | -          |   | $ | -          |   | $ | 62,529  |   | $ | (585,000   | ) | $ | 51,000     |   | $ |              |   | $ | 1,593,025  |  
|Issuance of common stock pursuant to a private placement                                                |  | - at $0.05 |        |  | 7,940,000    |       |   | 397,000         |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|Pursuant to an agreement to acquire the license
      fee for the Scope Out mirror                      |  | - at $0.05 |        |  | 1,000,000    |       |   | 50,000          |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|
|Pursuant to agreements to settle promissory notes
      and accrued interest thereon with common shares |  | - at $0.25 |        |  | 594,636      |       |   | 148,695         |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|
|Premium on conversion of convertible promissory
      note                                              |  |            |        |  | -            |       |   | 32,723          |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|Common share subscriptions                                                                              |  |            |        |  | -            |       |   | -               |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | 181,200    |   |   | -            |   |   | -          |  
|Preferred share subscriptions utilized                                                                  |  |            |        |  | -            |       |   | -               |   |  | 1,593,027  |   |   | 1,593,025  |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | (1,593,025 | )
|Dividends                                                                                               |  |            |        |  | -            |       |   | -               |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|Net loss for the year ended February 28, 2005                                                           |  |            |        |  | -            |       |   |                 |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|                                                                                                        |  |            |        |  |              |       |   |                 |   |  |            |   |   |            |   |   |         |   |   |            |   |   |            |   |   |              |   |   |            |  
|Balance, February 28, 2005                                                                              |  |            |        |  | 22,875,158   |       |   | 8,228,246       |   |  | 1,593,027  |   |   | 1,593,025  |   |   | 62,529  |   |   | (585,000   | ) |   | 232,200    |   |   | -            |   |   | -          |  
|                                                                                                        |  |            |        |  |              |       |   |                 |   |  |            |   |   |            |   |   |         |   |   |            |   |   |            |   |   |              |   |   |            |  
|Pursuant to agreements to convert preferred shares
      thereon into common shares                     |  |  at $0.29 |        |  | 4,310,085    |       |   | 1,249,977       |   |  | (1,249,977 | ) |   | (1,249,977 | ) |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|
|Common share subscriptions pursuant to the conversion
      of preferred share dividends                |  |  at $0.13 |        |  | 1,184,767    |       |   | 154,021         |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|
|Pursuant to exercise of warrants  at $0.15                                                             |  |            | 60,000 |  |              | 9,000 |   |                 | - |  |            | - |   |            | - |   |         | - |   |            | - |   |            | - |   |              | - |   |            | -
|Pursuant to an agreement to issue shares for a loan
      fee                                           |  |  at $0.05 |        |  | 80,000       |       |   | 4,000           |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|
|Pursuant to consulting services                                                                         |  |  at $0.20 |        |  | 25,000       |       |   | 5,000           |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|Pursuant to a private placement                                                                         |  |  at $0.15 |        |  | 200,001      |       |   | 30,000          |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|Pursuant to a private placement                                                                         |  |  at $0.05 |        |  | 5,304,000    |       |   | 265,200         |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | (211,200   | ) |   | -            |   |   | -          |  
|Less: issue costs                                                                                       |  |            |        |  | -            |       |   | (7,112          | ) |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|Dividends                                                                                               |  |            |        |  | -            |       |   | -               |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|Subscriptions receivable                                                                                |  |            |        |  | -            |       |   | -               |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | (50,000      | ) |   | -          |  
|Common share subscriptions                                                                              |  |            |        |  | -            |       |   | -               |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | 100,000    |   |   | -            |   |   | -          |  
|Net loss for the period                                                                                 |  |            |        |  | -            |       |   |                 |   |  | -          |   |   | -          |   |   | -       |   |   | -          |   |   | -          |   |   | -            |   |   | -          |  
|                                                                                                        |  |            |        |  |              |       |   |                 |   |  |            |   |   |            |   |   |         |   |   |            |   |   |            |   |   |              |   |   |            |  
|Balance, August 31, 2005                                                                                |  |            |        |  | 34,039,011   |       | $ | 9,938,332       |   |  | 343,050    |   | $ | 343,048    |   | $ | 62,529  |   | $ | (585,000   | ) | $ | 121,000    |   | $ | (50,000      | ) | $ | -          |  

SEE ACCOMPANYING NOTES

F-6

---

SENSE TECHNOLOGIES INC.NOTES TO THE INTERIM FINANCIAL STATEMENTS 
  August 31, 2005 
  (Stated in U.S. Dollars) 
  (Unaudited)

|Note 1 | Interim Reporting                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                       
|------ | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | While the information presented in the accompanying
      six months to August 31, 2005 financial statements is unaudited, it includes
      all adjustments which are, in the opinion of management, necessary to present
      fairly the financial position, results of operations and cash flows for
      the interim period presented in accordance with accounting principles generally
      accepted in the United States of America. In the opinion of management,
      all adjustments considered necessary for a fair presentation of the results
      of operations and financial position have been included and all such adjustments
      are of a normal recurring nature. It is suggested that these interim unaudited
      financial statements be read in conjunction with the Companys audited
      financial statements for the year ended February 28, 2005.
|
|
|
|
|
|
|
|
|
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Operating results for the six months ended August
      31, 2005 are not necessarily indicative of the results that can be expected
      for the year ending February 28, 2006.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|Note 2 | Common Stock                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | a) Escrow:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                              
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | At August 31, 2005, there are 5,970,190 performance
      shares held in escrow by the Companys transfer agent. Included in
      this amount are 3,250,000 escrow shares to be earned out on the basis of
      one share for each $0.50 of cash flow generated by the Company. Once these
      shares are earned out, the remaining 2,720,190 escrow shares are to be earned
      out for each $5.00 of cash flow generated by the Company. The release of
      these shares is subject to the direction or determination of the relevant
      regulatory authorities.                                                                                                                                                                                                                                                                                                           
|
|
|
|
|
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | b) Commitments:                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | Stock-based Compensation Plan                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|       |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
|       | The Company has granted employees and directors common
      share purchase options. These options were granted with an exercise price
      equal to the market price of the Companys stock on the date of the
      grant.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
|
|

| |                                             |  | August 31, 2005 |   |   | August 31, 2004 | 
| | ------------------------------------------- |  | --------------- | - | - | --------------- | 
| |                                             |  |                 |   |   | Weighted        | 
| |                                             |  |                 |   |   | Average         | 
| |                                             |  |                 |   |   | Exercise        | 
| |                                             |  | Shares          |   |   | Price           | 
| | Outstanding and exercisable at              |  |                 |   |   |                 | 
| | beginning of period                         |  | 1,200,000       |   | $ | 1.53            | 
| | Granted                                     |  | -               |   |   | -               | 
| | Expired                                     |  | (325,000        | ) | $ | 1.03            | 
| |                                             |  |                 |   |   |                 | 
| | Outstanding and exercisable at
      end of |  |                 |   |   |                 | 
| | the period                                  |  | 875,000         |   | $ | 1.72            | 

F-7

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Sense Technologies Inc.
  Notes to the Interim Financial Statements 
  August 31, 2005 
  (Stated in U.S. Dollars)  Page 2 
  (Unaudited)

|Note 2 | Common Stock (contd)
|------ | ----------------------
|       |                       
|       | b)                    
|       |                       
|       |                       
|
|

| | Number  | Exercise Price | Expiry Date        | 
| | ------- | -------------- | ------------------ | 
| |         |                |                    | 
| | 25,000  | $1.03          | January 8, 2006    | 
| | 25,000  | $1.03          | March 22, 2006     | 
| | 450,000 | $2.30          | December 18, 2006  | 
| | 50,000  | $2.30          | January 10, 2007   | 
| | 100,000 | $0.75          | September 26, 2007 | 
| | 200,000 | $1.00          | February 1, 2008   | 
| | 25,000  | $1.00          | March 14, 2008     | 
| |         |                |                    | 
| | 875,000 |                |                    | 

| |  | Common Share Purchase Warrants
      At August 31, 2005, the Company had 14,204,000 share purchase warrants
        outstanding. Each warrant entitles the holder the right to purchase one
        common as follows:
| |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
|

| | Number     | Exercise Price | Expiry Date      | 
| | ---------- | -------------- | ---------------- | 
| |            |                |                  | 
| | 8,880,000  | $0.15          | July 26, 2006    | 
| | 5,304,000  | $0.15          | November 4, 2006 | 
| |            |                |                  | 
| | 14,184,000 |                |                  | 

| | Common Stock Subscribed                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
| | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | As at August 31, 2005, the Company has received $121,000
      in respect of private placements of 140,000 common shares at $0.15 per share
      and 500,000 common shares at $0.20 per share. As at August 31, 2005, these
      shares had not been issued.                                                                                                                                                                                                                                                                                                                                                          
|
|
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | Preferred Stock                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
| | During the period ended August 31, 2005, the Company
      entered into agreements with holders of its Class A preferred shares to
      convert 1,249,977 preferred shares valued at $1,249,977 into common shares
      of the Company at a rate of 3.448 common shares for each preferred share
      held for a total of 4,310,085 common shares. The Company also received subscription
      agreements to convert $154,021 of accrued preferred share dividends payable
      at a rate of 7.692 common shares for each $1 of accrued dividends payable
      outstanding for a total of 1,184,767 common shares.
|
|
|
|
|
|

F-8

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Sense Technologies Inc.
  Notes to the Interim Financial Statements 
  August 31, 2005 
  (Stated in U.S. Dollars)  Page 3 
  (Unaudited)

|Note 3 | Direct Costs
|------ | ------------

| |                    |   | Three months ended |  |   | Six months ended | 
| | ------------------ | - | ------------------ |  | - | ---------------- | 
| |                    |   | August 31,         |  |   | August 31,       | 
| |                    |   | 2005               |  |   | 2004             | 
| |                    |   |                    |  |   |                  | 
| |                    |   |                    |  |   |                  | 
| | Cost of sales      | $ | 3,886              |  | $ | 6,629            | 
| | Research and       |   |                    |  |   |                  | 
| | development        |   | 1,737              |  |   | -                | 
| | Royalties  Note 4 |   | -                  |  |   | 546              | 
| |                    |   |                    |  |   |                  | 
| |                    | $ | 5,623              |  | $ | 7,175            | 

|Note 4 | Related Party Transactions                                                                                                       
|------ | ---------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                  
|       | The Company incurred the following items
      with directors, shareholders and companies with common directors and shareholders:
|

| |                                |   | Three months ended |   |   | Six months ended |  
| | ------------------------------ | - | ------------------ | - | - | ---------------- | -
| |                                |   | August 31,         |   |   | August 31,       |  
| |                                |   | 2005               |   |   | 2004             |  
| |                                |   |                    |   |   |                  |  
| | Interest on long  term debt   | $ | -                  |   | $ | 2,085            |  
| | Legal and accounting           | $ | 4,360              |   | $ | -                |  
| | Interest income                | $ | (13,163            | ) | $ | (13,163          | )
| | Provision for accrued interest |   |                    |   |   |                  |  
| | receivable                     | $ | 13,163             |   | $ | 13,163           |  
| | Royalty expense                | $ | -                  |   | $ | 546              |  

| | The above noted items were measured by the exchange
      amount which is the amount agreed upon by the transacting parties.                                                                                                                                                                                                                                                                                                                                                                       
| | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
| | As at August 31, 2005, included in accounts payable
      is $5,490 (February 28, 2005: $3,330) owing to an accounting firm in which
      a director of the Company is a partner and a shareholder with respect to
      unpaid fees and expenses, $480,000 (February 28, 2005: $480,000) owing to
      shareholders of the Company in respect of royalties payable and $50,992
      (February 28, 2005: $50,992) owing to the former president of the Company
      in respect of unpaid wages.
|
|
|
|

F-9

---

Sense Technologies Inc.
  Notes to the Interim Financial Statements 
  August 31, 2005 (Stated in U.S. Dollars)  Page 4
  (Unaudited)

|Note 5 | Non-cash Transactions                                                                                                                                                                                                                  
|------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|       |                                                                                                                                                                                                                                        
|       | Investing and financing activities that
      do not have a direct impact on current cash flows are excluded from the
      statements of cash flows. The following transactions were excluded from
      the statements of cash flows:
|
|
|       |                                                                                                                                                                                                                                        
|       | During the period ended August 31, 2005, the Company:                                                                                                                                                                                  
|       |                                                                                                                                                                                                                                        
|       | i)                                                                                                                                                                                                                                     
|
|       |                                                                                                                                                                                                                                        
|       | ii)                                                                                                                                                                                                                                    
|
|       |                                                                                                                                                                                                                                        
|       | iii)                                                                                                                                                                                                                                   
|
|       |                                                                                                                                                                                                                                        
|Note 6 | Subsequent Events                                                                                                                                                                                                                      
|       |                                                                                                                                                                                                                                        
|       | Subsequent to August 31, 2005, the Company:                                                                                                                                                                                            
|       |                                                                                                                                                                                                                                        
|       | i)                                                                                                                                                                                                                                     
|
|       |                                                                                                                                                                                                                                        
|       | ii)                                                                                                                                                                                                                                    
|
|       |                                                                                                                                                                                                                                        
|       | iii)                                                                                                                                                                                                                                   
|

---

Item 2. Managements Discussion and Analysis or Plan of Operation

The following discussion and analysis should be read in conjunction with our Financial Statements and Notes thereto for the period ended August 31, 2005 and August 31, 2004.

Overview of Operations

Sense holds a license to manufacture, distribute, market and sublicense world-wide, a patented technology which is used to produce the Guardian Alert® backing awareness system for motor vehicles utilizing microwave radar technology. Sense also
holds the worldwide rights to market and sell the ScopeOut® product. ScopeOut® is a system of specially-designed mirrors which are placed at specific points on automobiles, trucks, sport utility vehicles or commercial vehicles to offer
drivers a more complete view behind the vehicle. Drivers using the product are able to have increased visibility when backing out of parking spaces or garages, and have additional protection from blind spots during lane changes in traffic.
ScopeOut® is being marketed to department stores and other retailers as an after-market automotive safety product. Both products are available on-line at www.sensetech.com.

Manufacturing of both products is outsourced. The Company has established relationships with multiple large dealership groups and aftermarket product distributors.

Results of Operations

For the period ended August 31, 2005 as compared to the period ended August 31, 2004.

Sales for the period ended August 31, 2005 were $15,631, a 54 percent decrease over the period ended August 31, 2004. The Company has been concentrating on the retail launch of its ScopeOut® products.

Direct costs were $11,538, a 34 percent decrease over the period ended August 31, 2004, which is primarily in-line with the change in sales considering the $5,748 charge to Research and Development included in the costs. The Company realized
a positive gross margin contribution of $4,093.

General and administrative expenses were $247,550 for the period ended August 31, 2005 as compared to $145,371 for the period ended August 31, 2004. The increase was partially attributable to extra costs incurred in preparation of launching
the ScopeOut® products into the retail marketplace.

Liquidity and Capital Resources

At August 31, 2005, the Company had a cash and cash equivalents on hand deficit of $55,856 compared with a positive $131,313 at February 28, 2005. During the period ended August 31, 2005, the Company funded operations using existing cash
balances, cash flow from operations, and by raising money through the issuance of Common Stock.

At August 31, 2005, we had a working capital deficit of $969,671 compared to a working capital deficit of $421,319 at August 31, 2004.  The increase in working capital deficit is largely due to certain convertible promissory notes becoming
due within one year.

We have not invested in derivative securities or any other financial instruments that involve a high level of complexity or risk.

---

Item 3. Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

The Companys management, with the participation of the
Companys Chief Executive Officer, who is also acting in the capacity as
principal accounting officer, has evaluated the effectiveness of the Companys
disclosure controls and procedures as of August 31, 2005. Based on this
evaluation, the Companys Chief Executive Officer concluded that the Companys
disclosure controls and procedures are effective for gathering, analyzing and
disclosing the information the Company is required to disclose in the reports it
files under the Securities Exchange Act of 1934, within the time periods
specified in the SECs rules and forms. Such evaluation did not identify any
change in the Companys internal control over financial reporting that occurred
during the quarter ended August 31, 2005 that has materially affected or is
reasonably likely to materially affect the Companys internal control over
financial reporting.

PART II- OTHER INFORMATION

Item 1. Legal Proceedings

We have not received notice of any current legal proceedings
involving our Company. We have evaluated one product manufacturer that we
believe is infringing our patents, but concluded the sales volume of that
company was inadequate to economically justify litigation. We are evaluating
another company we believe may be infringing our patent rights to determine if
that is the case.

Item 6. Exhibits

|(a) | Exhibit 31.1  Certification
|--- | ----------------------------
|    |                             
|    | Exhibit 32.1  Certification

|(b) | No reports on form 8-K were filed during the period covered by this report.
|--- | ---------------------------------------------------------------------------

SIGNATURES

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

|Date: October 21, 2005 | SENSE TECHNOLOGIES INC.           
|---------------------- | ----------------------------------
|                       | (Registrant)                      
|                       |                                   
|                       | By: /s/ Bruce Schreiner___________
|                       | Bruce Schreiner, President        

---