U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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


                       For the Period ended March 31, 2006

                        Commission File Number 333-127703


                              MYSTICA CANDLE CORP.
                 (Name of small business issuer in its charter)


         Nevada                       3999                      20-3061907
(State of incorporation)      (Primary SIC Number)      (IRS Employer ID Number)


                                136 Bradley Road
                     Salt Spring Island, BC, Canada V8K 1J5
                                  (604)638-2283
          (Address and telephone number of principal executive offices)


                            Michael M. Kessler, Esq.,
                       3436 American River Drive, Suite 11
                              Sacramento, CA 95864
                    Phone: (916)239-4000 Fax: (916) 239-4008
            (Name, address and telephone number of agent for service)

Check whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding
12 months (or for such shorter period that the registrant was required to file
such reports), and (2) has been subject to such filing requirements for the past
90 days. Yes [X] No [ ]

Check whether the registrant is an accelerated filer (as defined in Rule 12b-2
of the Exchange Act). Yes [X] No [ ]

Check whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes [X] No [ ]

There were 2,500,000 shares of Common Stock outstanding as of March 31, 2006.
<PAGE>
                              MYSTICA CANDLE, CORP.
                          (A Development Stage Company)
                                 Balance Sheets
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                          As of              As of
                                                                         March 31,          June 30,
                                                                           2006               2005
                                                                         --------           --------
<S>                                                                      <C>                <C>
                                     ASSETS

CURRENT ASSETS
  Cash                                                                   $ 43,650           $  7,500
                                                                         --------           --------
TOTAL CURRENT ASSETS                                                       43,650              7,500
                                                                         --------           --------

TOTAL ASSETS                                                             $ 43,650           $  7,500
                                                                         ========           ========

                        LIABILITIES & STOCKHOLDERS' EQUITY

Current Liabilities
  Accounts Payable                                                       $     90           $     --
                                                                         --------           --------
TOTAL CURRENT LIABILITIES                                                      90                 --
                                                                         --------           --------

TOTAL LIABILITIES                                                              90                 --

STOCKHOLDERS' EQUITY
  Common stock, ($0.001 par value, 75,000,000 shares
   authorized; 2,500,000 and 1,500,000 shares issued and
   outstanding as of March 31, 2006 and June 30, 2005 ,respectively)        2,500              1,500
  Additional paid-in capital                                               55,000              6,000
  Subscription Receivable                                                  (1,500)                --
  Deficit accumulated during the development stage                        (12,440)                --
                                                                         --------           --------
TOTAL STOCKHOLDERS' EQUITY                                                 43,560              7,500
                                                                         --------           --------
      TOTAL LIABILITIES & STOCKHOLDERS' EQUITY                           $ 43,650           $  7,500
                                                                         ========           ========
</TABLE>

                       See Notes to Financial Statements

                                       1
<PAGE>
                              MYSTICA CANDLE, CORP.
                          (A Development Stage Company)
                            Statements of Operations
--------------------------------------------------------------------------------

                                                                  June 24, 2005
                               Nine Months       Three Months       (inception)
                                 Ended              Ended            through
                                March 31,          March 31,         March 31,
                                  2006               2006              2006
                               -----------        -----------       -----------

REVENUES
  Revenues                     $        --        $        --       $        --
                               -----------        -----------       -----------
TOTAL REVENUES                          --                 --                --

OPERATING COSTS
  Administrative expenses            7,940              2,843             7,940
  Professional fees                  4,500              2,000             4,500
                               -----------        -----------       -----------
TOTAL OPERATING COSTS               12,440              4,843            12,440
                               -----------        -----------       -----------

NET INCOME (LOSS)              $   (12,440)       $    (4,843)      $   (12,440)
                               ===========        ===========       ===========

BASIC EARNINGS PER SHARE       $     (0.01)       $     (0.00)
                               ===========        ===========
WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING       1,565,693          1,565,693
                               ===========        ===========

                       See Notes to Financial Statements

                                       2
<PAGE>
                              MYSTICA CANDLE, CORP.
                          (A Development Stage Company)
                  Statement of Changes in Stockholders' Equity
              From June 24, 2005 (Inception) through March 31, 2006
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>

                                                                                      Deficit
                                                                                    Accumulated
                                                            Common     Additional      During
                                                Common      Stock       Paid-in     Development
                                                Stock       Amount      Capital        Stage          Total
                                                -----       ------      -------        -----          -----
<S>                                           <C>          <C>           <C>         <C>           <C>
BALANCE, JUNE 24, 2005                              --      $   --       $    --       $     --      $     --

Stock issued for cash on June 24, 2005
@ $0.005 per share                             750,000         750         3,000                        3,750

Stock issued for cash on June 24, 2005
@ $0.005 per share                             750,000         750         3,000                        3,750
                                             ---------      ------       -------       --------      --------
Net loss, June 30, 2005                                                                                    --

BALANCE, JUNE 30, 2005                       1,500,000      $1,500       $ 6,000       $     --      $  7,500
                                             ---------      ------       -------       --------      --------
Stock issued for cash on March 14, 2006
@ $0.05 per share                            1,000,000       1,000        49,000                       50,000

Net loss,  March 31, 2006                                                               (12,440)      (12,440)
                                             ---------      ------       -------       --------      --------
BALANCE, MARCH 31, 2006                      2,500,000      $2,500       $55,000       $(12,440)     $ 45,060
                                             =========      ======       =======       ========      ========
</TABLE>


                       See Notes to Financial Statements

                                       3
<PAGE>
                              MYSTICA CANDLE, CORP.
                          (A Development Stage Company)
                            Statements of Cash Flows
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                 June 24, 2005
                                                                Nine Months     Three Months      (inception)
                                                                  Ended            Ended           through
                                                                 March 31,        March 31,        March 31,
                                                                   2006             2006             2006
                                                                 --------         --------         --------
<S>                                                              <C>              <C>              <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net income (loss)                                              $(12,440)        $ (4,843)        $(12,440)
  Adjustments to reconcile net loss to net cash
   used in operating activities:                                       --               --               --
  Changes in operating assets and liabilities:
    (Increase) decrease in subscription receivable                 (1,500)          (1,500)          (1,500)
    Increase (decrease) in accounts payable                            90             (763)              90
                                                                 --------         --------         --------
      NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES         (13,850)          (7,106)         (13,850)

CASH FLOWS FROM INVESTING ACTIVITIES

      NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES              --               --               --

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from issuance of common stock                           50,000           50,000           57,500
                                                                 --------         --------         --------
      NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES          50,000           50,000           57,500
                                                                 --------         --------         --------

NET INCREASE (DECREASE) IN CASH                                    36,150           42,894           43,650

CASH AT BEGINNING OF PERIOD                                         7,500              756               --
                                                                 --------         --------         --------
CASH AT END OF PERIOD                                            $ 43,650         $ 43,650         $ 43,650
                                                                 ========         ========         ========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION

Cash paid during year for:
  Interest                                                       $     --         $     --
                                                                 ========         ========
  Income Taxes                                                   $     --         $     --
                                                                 ========         ========
</TABLE>

                       See Notes to Financial Statements

                                       4
<PAGE>
                              MYSTICA CANDLE CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2006


NOTE 1.   ORGANIZATION AND DESCRIPTION OF BUSINESS

Mystica Candle Corp. (the Company) was incorporated  under the laws of the State
of Nevada on June 24, 2005. The Company's  principal  products are the soy-blend
wax candles. The Company plans to manufacture,  market,  distribute and sell the
soy-blend wax candles.

The  Company  is in the  development  stage.  Its  activities  to date have been
limited to capital formation, organization, and development of its business plan
and a target customer market. The Company has not commenced operations.

NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. BASIS OF ACCOUNTING

The Company's  financial  statements  are prepared  using the accrual  method of
accounting. The Company has elected a June 30, year-end.

B. BASIC EARNINGS PER SHARE

In February  1997,  the FASB issued SFAS No. 128,  "Earnings  Per Share",  which
specifies the computation, presentation and disclosure requirements for earnings
(loss) per share for entities  with  publicly  held common  stock.  SFAS No. 128
supersedes the provisions of APB No. 15, and requires the  presentation of basic
earnings (loss) per share and diluted earnings (loss) per share. The Company has
adopted the provisions of SFAS No. 128 effective June 24, 2005 (inception).

Basic net loss per share  amounts is computed  by  dividing  the net loss by the
weighted average number of common shares outstanding. Diluted earnings per share
are the same as basic  earnings  per share due to the lack of dilutive  items in
the Company.

C. CASH EQUIVALENTS

The Company considers all highly liquid  investments  purchased with an original
maturity of three months or less to be cash equivalents.

D. INCOME TAXES

Income taxes are provided in accordance  with Statement of Financial  Accounting
Standards No. 109 (SFAS 109),  Accounting for Income Taxes. A deferred tax asset
or liability is recorded for all temporary differences between financial and tax
reporting and net operating loss  carryforwards.  Deferred tax expense (benefit)
results  from  the net  change  during  the  year of  deferred  tax  assets  and
liabilities.

                                       5
<PAGE>
                              MYSTICA CANDLE CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2006


NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

D. INCOME TAXES (CONTINUED)

Deferred tax assets are reduced by a valuation allowance when, in the opinion of
management,  it is more likely than not that some portion of all of the deferred
tax assets will be realized.  Deferred tax assets and  liabilities  are adjusted
for the effects of changes in tax laws and rates on the date of enactment.

NOTE 3. GOING CONCERN

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will continue as a going  concern.  The Company  generated net losses of
$12,440 during the period from June 24, 2005 (inception) through March 31, 2006.
This condition raises  substantial doubt about the Company's ability to continue
as a going concern.  The Company's  continuation as a going concern is dependent
on its ability to meet its obligations, to obtain additional financing as may be
required and ultimately to attain profitability. The financial statements do not
include any adjustments that might result from the outcome of this uncertainty.

Management  plans to raise  additional  funds through debt or equity  offerings.
Management  has yet to decide what type of offering  the Company will use or how
much capital the Company will raise. There is no guarantee that the Company will
be able to raise any capital through any type of offerings.

NOTE 4. WARRANTS AND OPTIONS

There are no warrants or options outstanding to acquire any additional shares of
common.

NOTE 5. RELATED PARTY TRANSACTION

The Company  neither  owns nor leases any real or personal  property.  Beginning
August 1, 2005 the Company has paid Jon Suk, a director,  $100 per month for use
of office space and  services.  The  officers  and  directors of the Company are
involved in other business activities and may, in the future, become involved in
other business  opportunities as they become available,  such persons may face a
conflict in selecting  between the Company and their other  business  interests.
The Company has not formulated a policy for the resolution of such conflicts.

                                       6
<PAGE>
                              MYSTICA CANDLE CORP.
                          (A Development Stage Company)
                          Notes to Financial Statements
                                 March 31, 2006


NOTE 6. STOCK TRANSACTIONS

Transactions,  other than  employees'  stock  issuance,  are in accordance  with
paragraph 8 of SFAS 123. Thus issuances shall be accounted for based on the fair
value of the consideration received. Transactions with employees' stock issuance
are in accordance with paragraphs  (16-44) of SFAS 123. These issuances shall be
accounted for based on the fair value of the consideration  received or the fair
value  of  the  equity   instruments   issued,  or  whichever  is  more  readily
determinable.

On June 24, 2005 the Company issued 750,000 shares of common stock to a director
for cash valued at $0.005 per share.

On June 24, 2005 the Company issued 750,000 shares of common stock to a director
for cash valued at $0.005 per share.

On March 14, 2006 the Company issued  1,000,000  shares of common stock for cash
for cash valued at $0.05 per share.

As of March 31, 2006 the Company had 2,500,000 shares of common stock issued and
outstanding.

NOTE 7. STOCKHOLDERS' EQUITY

The  stockholders'  equity section of the Company contains the following classes
of capital stock as of March 31, 2006:

Common stock, $ 0.001 par value: 75,000,000 shares authorized;  2,500,000 shares
issued and outstanding.

                                       7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

RESULTS OF OPERATIONS

We are still in our development stage and have generated minimal revenues to
date.

We incurred operating expenses of $4,843 and $12,440 for the three month and
nine month periods ended March 31, 2006. These expenses consisted of general
operating expenses incurred in connection with the day to day operation of our
business and the preparation and filing of our periodic reports.

Our net loss for the three and nine months ended March 31, 2005 was $4,843 and
$12,440, respectively. Since we have only been incorporated since June 24, 2005,
no comparisons are included in this report to previous years.

Cash provided by financing activities for the three and nine months ended March
31, 2006 was $7,500 resulting from the sale of common stock to our directors,
Mr. Suk and Ms. Sikorski, who each purchased 750,000 shares of our Common Stock
at $0.005 per share on June 24, 2005 and $50,000 resulting from the sale of
common stock to 26 un-affiliated shareholders who purchased 1,000,000 shares of
our Common Stock at $0.05 per share pursuant to our initial public offering
which was completed on March 14, 2006.

Our auditors have expressed their doubt about our ability to continue as a going
concern unless we are able to generate profitable operations.

LIQUIDITY AND CAPITAL RESOURCES

We expect that our current cash balance of $43,650 will allow us to complete the
next 4 months of our business plan without additional funds, at which time
sufficient revenues levels are expected to support operations. Our directors
have verbally agreed to loan the company funds to continue operations in a
limited scenario until sales will support operations. We currently have no plans
to hire additional employees in the next twelve months unless sales are
sufficient to cover the cost.

OFF-BALANCE SHEET ARRANGEMENTS

We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.

COMPLETED MILESTONES TO IMPLEMENT BUSINESS OPERATIONS

AUGUST 2005:

We researched candle making production, including using colors and scenting soy
wax with essential oils. We identified suppliers for all materials and source
containers and packaging. We designed a logo and labels. Ms. Candace Sikorski,
one of our directors, conducted competitive market research, by visiting the

                                       8
<PAGE>
Alberta Gift Show in Edmonton, August 14-17, and gift shops as well as internet
research. We purchased and tested candles deemed to be in a similar target
market, for competitive research. The domain name mysticacandle.com was secured
by Jon Suk. Budget: Rent $100, R&D $200 - Total $300

SEPTEMBER 2005:

We placed orders for producing prototypes for soy wax, essential oils, wicks and
containers. Ms. Sikorski produced six prototypes based on various scent blends
in lidded glass containers and test marketed these prototypes at the Salt Spring
Island Artists market and for consignment at Rainbow Road Trading on Salt Spring
Island and Changes Consignment Clothing in Vancouver. Budget: Rent $100,
Accounting & Legal $1,000 - Total $1,100

OCTOBER 2005:

Ms. Sikorski continued test production of prototypes based on consumer response.
Feedback was received regarding candle scents and packaging. Production of 5
scent formulations was completed for further test marketing at upcoming seasonal
art and craft Christmas markets on Salt Spring Island:

Candles produced with the following scent types:
Lavender Bergamot Candles
Pink Grapefruit Lime Candles
Peppermint Vanilla Candles
Blackcurrant Orange Candles
Ginger Lime Candles

We have researched over the internet, online stores that market and sell similar
products:

Key Competitors:
Soy Candle Heaven: www.ambiancecandles.com
Ergo Candle: www.ergocandle.com
Aroma Natureals www.aromanaturals.com
Shadow and Light Candles www.sensia.com

Research has shown low penetration in the market in Canada of online shops for
soy wax candles. Competitive market research online has identified packaging as
a key element. Local shops on Salt Spring Island were visited to research
competitive products where we generally found products of lower grade than our
prototypes, supporting our plans to market our product as a premium candle.

The results of research conducted will be used to help design our corporate
website, planned online store and shopping cart. During tests conducted in
October certain wax types demonstrated undesirable characteristics with respect
to container adhesion and thus unsuitable for candle production. Further
research was conducted to source alternative materials in order to be able to
produce marketable candles. As test production of the candles resulted in some
of the inventory of raw materials being deemed unusable, we replenished our
stock of raw materials from our selected suppliers:

                                       9
<PAGE>
Canwax: www.canwax.com
   Soy wax, Natural Wicks with no metal core, Containers,
   Burning Container Labels

Mayers Packaging: www.mayerspackaging.com
   Boxes for candles

Dunwoody Booth Packaging: www.dunwoodybooth.com
   Packaging materials

Rainbow Road Trading: www.rainbowroadtrading.com
   Essential and botanical oils

Completed label design for prototype candles
Completed insert card design for prototype candles

Budget: Rent $100, R&D $300 - Total $400

NOVEMBER 2005:

Ms. Sikorski took product photographs for our corporate website using our
prototypes. Mr. Suk designed and launched the website at www.mysticacandle.com.
Budget: Rent $100 - Total $100

DECEMBER 2005:

Mr. Suk began optimizing our website with keywords and links. Ms. Sikorski began
to produce products in small quantities intended for local sales outlets. She
also attended Christmas Season artists markets on Salt Spring Island. Budget:
Rent $100, Advertising and Marketing $250, Inventory & Supplies $250, Accounting
& Legal $1,000 - Total $1,600

JANUARY 2006:

Ms. Sikorski continued to produce and ship products, as our production capacity
is limited she concentrated on local sales outlets and interest from the
website. Budget: Rent $100, Office & Administration $200 - Total $300

FEBRUARY 2006:

During this period we expended most of our efforts in securing funding through
our SB-2 offering in order to be able to advance the operational goals. Further
testing and refinement of product prototypes were conducted. Budget: Rent $100,
Office & Administration $100 - Total $200

MARCH 2006:

Investment capital was secured after the closing of our offering on March 14,
2006. Jon Suk traveled to Calgary, Alberta and visited stores to research
prospective retailers of our products. Wax containers were reviewed for optimal
shipping and retail display purposes. Further testing and refinement of product
prototypes were conducted. Budget: Rent $100, Inventory & Supplies $500, Travel
$1,500, Accounting & Legal $1,000, Office & Administration $100 - Total $3,200

                                       10
<PAGE>
APRIL 2006:

In order to be able to produce our candles at quantity, we have started to
prepare a dedicated facility for candle making production. Mr. Suk has
coordinated the conversion of a double garage to include a space for production,
storage, administration and a showroom. The conversion will include installation
of laminate/wood flooring over existing concrete, drywall installation,
electrical outlets, heating and proper lighting. A proper door and additional
windows will need to be installed. Cabinets, shelving and countertops for
storage and production will be built and a showroom and separate area for
administration will be included. The office space will need telephone, computer,
fax and accessories. A contractor was arranged to begin facility renovations.
Budget:
Rent $100, Office & Administration $150 - Total $250

PROPOSED MILESTONES TO IMPLEMENT BUSINESS OPERATIONS

The following criteria for the milestones are based on management's estimates
only. The number of candles we plan to have manufactured for our inventory and
the other projected milestones are approximations only and subject to adjustment
based on costs and needs. In addition to the monthly expense amounts budgeted we
have set aside $3,500 in working capital.

MAY 2006:

Facility renovations will be ongoing. Ms. Sikorski will design and print labels
and packaging. A product brochure will also be designed and produced. The online
store's interface design will be modified to match the corporate website.
Budget: Rent $100, Renovations $12,500, Office Equipment & Furniture $2,000,
Insurance $650, Inventory & Supplies $750, Advertising & Marketing $1,000 -
Total $17,000

JUNE 2006:

Ms. Sikorski will operate a booth at the local artist/craft market, Saturday
Market in the Park on Salt Spring Island. Ms. Sikorski plans to expand our local
exposure by sending samples of our products to specialty home and gift retailers
in our target market such as Liberty, in the Vancouver and Victoria area. We
plan to ship samples of our products to prospective retailers identified by Mr.
Suk in Calgary, Alberta. To support internet store sales, keyword advertising
campaigns will be conducted by Mr. Suk via Google and other online outlets. Our
products will now be made available for shipping to online customers in Canada
and the U.S. Depending on order/production requirements a part-time production
assistant may be needed to help manufacture candles, take and fulfill orders,
order supplies and perform general office duties. We would only hire the
assistant if revenues allowed for the expense as we have not designated any
proceeds from financing for salaries. Budget: Rent $100, Advertising & Marketing
$1,000, Inventory & Supplies $1,000, Accounting & Legal $1,500, Office &
Administration $150 - Total $3,750

JULY 2006:

Ms. Sikorski will operate a booth at the local artist/craft market, Saturday
Market in the Park on Salt Spring Island and also expand to the Sidney Night

                                       11
<PAGE>
Market and the Victoria Government Street Sunday Market. We plan to continue
expansion of retail outlets for the candles in Canada and the U.S. through
direct marketing and consignment. Budget: Rent $100, Advertising & Marketing
$1,000, Inventory & Supplies $1,250, Travel & Trade Shows $2,000, Insurance
$650, Office & Administration $150 - Total $5,150

CRITICAL ACCOUNTING POLICIES

The un-audited financial statements as of March 31, 2006 included herein have
been prepared without audit pursuant to the rules and regulations of the U.S.
Securities and Exchange Commission. Certain information and footnote disclosures
normally included in financial statements prepared in accordance with general
accepted accounting procedures have been condensed or omitted pursuant to such
rules and regulations. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. It is suggested that these financial statements be read in
conjunction with our June 30, 2005 audited financial statements and notes
thereto, which can be found in our Form SB-2 Registration Statement on the SEC
website at www.sec.gov under our SEC File Number 333-127703.

Management's discussion and analysis of our financial condition and results of
operations are based on the financial statements which are prepared in
accordance with accounting principles generally accepted in the United States of
America (GAAP). The preparation of such financial statements requires Management
to make estimates and assumptions that affect the reported amounts of assets,
liabilities, revenues and expenses and related disclosure of contingent assets
and liabilities. On an ongoing basis, Management will evaluate its estimates and
will base its estimates on historical experience, as well as on various other
assumptions in light of the circumstances surrounding the estimate, and the
results will form the basis in making judgments about the carrying values of our
assets and liabilities that are not readily apparent from other sources. It
should be noted, however, that actual results could materially differ from the
amount derived from Management's estimates under different assumptions or
conditions.

Loss per share is computed using the weighted average number of common stock
outstanding during the period. Diluted loss per share is computed using the
weighted average number of common and potentially dilutive common stock
outstanding during the period reported.

Revenues are recognized as the orders are finalized and shipped, in accordance
with the terms of our agreements. We will also determine a reasonable allowance
for refunds based on the experience we generate and should a high likelihood or
occurrence of refund requests take place. We do not believe that there are
realistic alternatives to our revenue recognition policy given the short period
of service delivery and the requirement to deliver completed products to our
customers. We do not believe there is significant risk of recognizing revenue
prematurely since our sales process is standardized, the earnings process is
short and no single order is expected to account for a significant portion of
our revenue.

Inventories are stated at the lower of cost or market, cost being determined on
the first in, first out (FIFO) basis.

                                       12
<PAGE>
Our Management does not believe that any recently issued, but not yet effective
accounting standards if currently adopted, would have a material effect on the
our current financial statements.

ITEM 3. CONTROLS AND PROCEDURES

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES

Under the supervision and with the participation of our management, including
our principal executive officer and the principal financial officer, we have
conducted an evaluation of the effectiveness of the design and operation of our
disclosure controls and procedures, as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities and Exchange Act of 1934, as of the end of the period
covered by this report. Based on this evaluation, our principal executive
officer and principal financial officer concluded as of the evaluation date that
our disclosure controls and procedures were effective such that the material
information required to be included in our Securities and Exchange Commission
reports is recorded, processed, summarized and reported within the time periods
specified in SEC rules and forms relating to our company, particularly during
the period when this report was being prepared.

Additionally, there were no significant changes in our internal controls or in
other factors that could significantly affect these controls subsequent to the
evaluation date. We have no identified any significant deficiencies or material
weaknesses in our internal controls, and therefore there were no corrective
actions taken.

                                       13
<PAGE>
                           PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

The following exhibits are included with this quarterly filing. Those marked
with an asterisk and required to be filed hereunder, are incorporated by
reference and can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-127703, at the SEC
website at www.sec.gov:

   Exhibit No.                    Description
   -----------                    -----------
     3.1             Articles of Incorporation*
     3.2             Bylaws*
     31.1            Sec. 302 Certification of Principal Executive Officer
     31.2            Sec. 302 Certification of Principal Financial Officer
     32.1            Sec. 906 Certification of Principal Executive Officer
     32.2            Sec. 906 Certification of Principal Financial Officer

There were no reports filed on Form 8-K during the quarter ended March 31, 2006.

                                   SIGNATURES

Pursuant to the requirements of Section 13(a) or 15(d) 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.


May 12, 2006                         By: /s/ Jon Suk
                                        ----------------------------------------
                                        Jon Suk, Director, President and
                                        Principal Executive Officer

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.


May 12, 2006                         By: /s/ Jon Suk
                                        ----------------------------------------
                                        Jon Suk, Director, President and
                                        Principal Executive Officer


May 12, 2006                         By: /s/ Candace Sikorski
                                        ----------------------------------------
                                          Candace Sikorski, Director, Treasurer,
                                          Chief Financial Officer and Principal
                                          Accounting Officer

                                       14