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 June 30, 2005

[ ]  Transition report under Section 13 or 15(d) of the Exchange Act
For the transition period from        to
                               -------   --------

                Commission File Number: 333-115776

                         THAI ONE ON, INC.
      ----------------------------------------------------
      (Exact name of Registrant as specified in its charter)


        Nevada                                     20-0815369
 ---------------------------                   -----------------
(State or other jurisdiction                   (I.R.S. Employer
of incorporation or organization               Identification No.)

29, Jalan USJ 10/1F, Subang Jaya
      Selangor, Malaysia                      603-5635-8969
-------------------------------        -----------------------------
(Address of principal executive       (Registrant's telephone number,
 offices)                              including area code)


                                None
  -----------------------------------------------------------------
  Former Name, Address and Fiscal Year, If Changed Since Last Report

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

We had a total of 3,020,000 shares of common stock issued and
outstanding at June 30, 2005.

Transitional Small Business Disclosure Format:  Yes     No X


                                1
<PAGE>

                 Part I - Financial Information

Item 1.  Financial Statements

The interim financial statements included herein are unaudited but
reflect, in management's opinion, all adjustments, consisting only
of normal recurring adjustments, that are necessary for a fair
presentation of Registrant's financial position and the results of
our operations for the interim periods presented. Because of the
nature of our business, the results of operations for the three and
six months ended June 30, 2005 are not necessarily indicative
of the results that may be expected for the full fiscal year.


<TABLE><CAPTION>
                       Thai One On, Inc. and Subsidiary
                       (A Development Stage Enterprise)
                         Consolidated Balance Sheet
                          As of June 30, 2005
                                (Unaudited)

                                ASSETS
                                ------
                                                       June 30    December 31
                                                           2005           2004
                                                      ---------    -----------

                                                      <c>           <c>
Current Assets
--------------
Cash in bank                                           $ 23,154     $  50,434
Due from directors                                        1,886         1,834
Deposit and Prepayment                                    3,482         2,625
                                                       --------     ---------
 Total Current Assets                                  $ 28,522     $  54,893
                                                       --------     ---------
Non-Current Assets
------------------
Property, plant and equipment                            29,647        37,440
                                                       --------     ---------
 Total Assets                                          $ 58,169     $  82,233
                                                       ========     =========
                            LIABILITIES
                            -----------
Current Liabilities
-------------------
Accrued Expenses                                       $  7,873     $   7,162
Due to Directors                                             19           756
                                                       --------     ---------
 Total Current Liabilities                                7,892         7,918
                                                       --------     ---------
 Total Liabilities                                        7,892         7,918
                                                       --------     ---------

                        STOCKHOLDERS' EQUITY
                        --------------------
Common Stock
 25,000,000 authorized, par value $.001
  3,020,000 shares issues and outstanding              $  3,020     $   3,020
  at June 30, 2005 and December 31, 2004

Additional Paid-In-Capital                              102,980       102,980

Deficit accumulated during the
  development stage                                     (55,723)      (31,585)
                                                       --------     ---------
 Total Stockholders' Equity                            $ 50,277     $  74,415
                                                       --------     ---------
 Total Liabilities and
 Stockholders' Equity                                  $ 58,169     $  82,333
                                                       ========     =========
</TABLE>

                See accompanying notes to Financial Statements.

                                   2

<PAGE>

<TABLE><CAPTION>
                       Thai One On, Inc. and Subsidiary
                       (A Development Stage Enterprise)
                     Consolidated Statement of Operations
                                (Unaudited)
                                                                               From Inception
                         6 Months Ended     3 Months Ended    3 Months ended   March 3, 2004
                          June 30, 2005     June 30, 2005     June 30, 2004   to June 30, 2005
                           (Unaudited)       (Unaudited)       (Unaudited)       (Unaudited)
                         --------------     --------------    --------------  ----------------
<S>                           <C>                <c>                 <c>            <c>
Revenues:
---------
Revenues                    $   14,818        $    7,022         $     763        $   33,219
Less: Cost of Sales             (4,285)           (1,697)             (650)           (9,704)
                         --------------     --------------    --------------  ----------------
 Gross Profit               $   10,533        $    5,325         $     113        $   23,515

Expenses:
---------
 Administrative expenses        22,761             8,847             8,895            53,585
 Other operating expenses        2,519             1,427               318             5,076
 Staff costs                     9,391             3,578             1,615            20,514
                         --------------     --------------    --------------  ----------------
Total Expenses              $  (34,671)       $  (13,852)        $  10,828        $  (79,227)
                         --------------     --------------    --------------  ----------------
Net Loss from Operations    $  (24,138)       $   (8,527)        $ (10,715)       $  (55,712)


Other Income and Expenses:
-------------------------
Loss from Currency
 Transaction                $        -        $        -         $       -        $       11
                         --------------     --------------    --------------  ----------------
Net loss before Taxes       $  (24,138)       $   (8,527)        $ (10,715)       $  (55,723)


Provision for Income Taxes
--------------------------
Income tax Benefit                   -                 -                 -                 -
                         --------------     --------------    --------------  ----------------
Net loss                    $  (24,138)       $   (8,527)        $ (10,715)       $  (55,723)
                         ==============     ==============    ==============  ================


Basic and Diluted Earnings
Per Common Share            $    (0.01)       $    (0.00)        $   (0.01)       $    (0.03)
                         --------------     --------------    --------------  ----------------

Weighted Average Number of
Common Shares Used in
Share Calculations           3,020,000         3,020,000         1,000,000         2,010,000
                         ==============     ==============    ==============  ================
</TABLE>


                See accompanying notes to Financial Statements.


                                          3
<PAGE>



<TABLE><CAPTION>
                       Thai One On, Inc. and Subsidiary
                       (A Development Stage Enterprise)
                     Consolidated Statement of Operations
                               (Unaudited)
                                                                               From Inception
                         6 Months Ended     3 Months Ended    3 Months ended   March 3, 2004
                          June 30, 2005     June 30, 2005     June 30, 2004   to June 30, 2005
                           (Unaudited)       (Unaudited)       (Unaudited)       (Unaudited)
                         --------------     --------------    --------------  ----------------
<S>                           <C>                <c>                 <c>            <c>

Cash Flows from
Operating Activities:
--------------------
Net Income (Loss)          $ (24,138)         $   (8,527)       $  (10,715)     $   (55,723)
  Adjustment for:
  Depreciaion                  1,772                 861               192            1,772
                         --------------     --------------    --------------  ----------------
Operating loss before
working capital changes:     (22,366)             (7,666)          (10,523)         (53,951)

  Accounts Receivables          (857)                  -            (2,625)          (3,482)
  Accounts Payables              711                 712             3,970            7,873
  Due to Directors              (789)                  -            40,290           (1,867)
                         --------------     --------------    --------------  ----------------
Net Cash Provided from
Operating Activities      $  (23,301)         $   (6,954)       $   31,112      $   (51,427)
                         --------------     --------------    --------------  ----------------

Cash Flows from Investing
Activities:
-------------------------
 Purchase of property,
 plant and equipment          (3,979)                (15)          (20,164)         (31,419)
                         --------------     --------------    --------------  ----------------
Net Cash Used in
Investing Activities          (3,979)                (15)          (20,164)         (31,419)
                         --------------     --------------    --------------  ----------------

Cash Flows from
Financing Activities:
---------------------
Sales of Common Stock      $        -          $        -       $        -        $ 106,000
                         --------------     --------------    --------------  ----------------
Net Cash Provided from     $        -          $        -       $        -        $ 106,000
Financing Activities     --------------     --------------    --------------  ----------------


Net Increase in Cash       $  (27,280)         $  (6,969)       $   10,948        $  23,154
                         --------------     --------------    --------------  ----------------

Cash Balance, Begin Period $   50,434             30,123             5,000                -
                         --------------     --------------    --------------  ----------------

Cash Balance, End Period   $   23,154          $  23,154        $   15,948        $  23,154
                         ==============     ==============    ==============  ================

Supplemental Disclosures:
-------------------------
 Cash Paid for interest   $         -          $      -         $        -        $       -
 Cash Paid for income
  taxes                   $         -          $      -         $        -        $       -
</TABLE>

                       See accompanying notes to Financial Statements.


                                              4
<PAGE>
               Thai One On, Inc. and Subsidiary
               (A Development Stage Enterprise)
                 Notes to Financial Statements

NOTE 1  - DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION
----------------------------------------------------------
Organization and principal Business Activity
---------------------------------------------
Thai One On, Inc. (the Company) was incorporated under the laws of the
State of Nevada on March 3, 2004 for the purpose to promote and carry on
any lawful business for which a corporation may be incorporated under the
laws of the State of Nevada. The Company has a total of 25,000,000
authorized shares with a par value of $.001 per share and with 3,020,000
shares issued and outstanding as of June 30, 2005.

The Company's year end for accounting purposes will be December 31.

In March, 2004, the Company acquired its wholly-owned subsidiary, Thai
Pasta Enterprise Sdn. Bhd. (formerly known as Chinadoll Inc. Sdn. Bhd.),
a privately-held Malaysian company (the Subsidiary), from Au E-Mun, an
officer and director, at no cost. The Company's restaurant operations
in Malaysia is conducted through the Subsidiary.  The Subsidiary
commenced operations as a restaurant operator in June, 2004.

The consolidated financial statements include the financial statements of
the Company and its wholly owned subsidiary, Thai Pasta Enterprise Sdn.
Bhd (formerly known as Chinadoll Inc. Sdn. Bhd.).

Common Stock
------------
A total of 1,000,000 shares of stock were issued pursuant to a stock
subscription agreement for $0.005 per share for a total of $5,000 to the
original officers and directors on March 3, 2004.

On November 12, 2004, the Company issued 2,020,000 shares of common stock,
for $.05 per share for a total of $101,000, to certain private investors.

Development Stage Enterprise
----------------------------
The Company is a development stage enterprise, as defined in Financial
Accounting Standards Board No. 7. The Company is devoting all of its
present efforts in securing and establishing a new business, and its
planned principal operations have commenced during the period and revenue
has been reported in the Statement of Operations.

NOTE 2  -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
-----------------------------------------------------
Accounting Method
-----------------
The Company's financial statements are prepared using the accrual method
of accounting. Revenues are recognized when earned and expenses when
incurred. Fixed assets are stated at cost. Depreciation and amortization
using the straight-line method for financial reporting purposes and
accelerated methods for income tax purposes.

Consolidation
-------------
The consolidated financial statements include the financial statements of
the Company and it's wholly owned Subsidiary.  All significant inter-
company balances and transactions have been eliminated in consolidation.

                                    5
<PAGE>

                    Thai One On, Inc. and Subsidiary
                     (A Development Stage Enterprise)
                     Notes to Financial Statements

NOTE 2  -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Cont'd.
--------------------------------------------------------------
Federal Income Tax
------------------
The Company has adopted the provisions of Financial Accounting Standards
Board Statement No. 109, Accounting for Income Taxes. The Company accounts
for income taxes pursuant to the provisions of the Financial Accounting
Standards Board Statement No. 109, "Accounting for Income Taxes", which
requires an asset and liability approach to calculating deferred income
taxes.  The asset and liability approach requires the recognition of
deferred tax liabilities and assets for the expected future tax
consequences of temporary differences between the carrying amounts and
the tax basis of assets and liabilities.

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

Foreign Currency Translation
----------------------------
The Company has adopted Financial Accounting Standard No. 52.  Assets and
liabilities of operations in foreign countries are translated into U.S.
dollars using both the exchange rate in effect at the balance sheet date
or historical rate, as applicable. Results of operations are translated
using the average exchange rates prevailing throughout the period. The
effects of exchange rate fluctuations on translating foreign currency
assets and liabilities into U.S. dollars are included in stockholders'
equity (Accumulated other comprehensive loss), while gains and losses
resulting from foreign currency transactions are included in operations.

Earnings per Common Share
-------------------------
The Company adopted Financial Accounting Standards (SFAS) No. 128,
Earnings Per Share, which simplifies the computation of earnings per
share requiring the restatement of all prior periods.

Basic earnings per share are computed on the basis of the weighted
average number of common shares outstanding during each year.

Diluted earnings per share are computed on the basis of the weighted
average number of common shares and dilutive securities outstanding.
Dilutive securities having an anti-dilutive effect on diluted earnings
per share are excluded from the calculation.

Revenue Recognition
-------------------
Restaurant Operator - Revenue is recognized at the time that prepared
food and beverage products are sold to and accepted by customers and
collection is reasonably assured at prices approved by the Company.

                                6
<PAGE>



                 Thai One On, Inc. and Subsidiary
                 (A Development Stage Enterprise)
                 Notes to Financial Statements

NOTE 2  -  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, Cont'd.
--------------------------------------------------------------
Cash and Cash Equivalents
-------------------------
The Company considers all highly liquid debt instruments with a maturity
of three months or less at the time of purchase to be cash equivalents.
Cash and cash equivalents consist of checking accounts and money market
funds.

Fair Value of Financial Instruments
-----------------------------------
The carrying amounts of financial instruments including cash and cash
equivalents, accounts receivable and payable, accrued and other current
liabilities and current maturities of long-term debt approximate fair
value due to their short maturity.

Inventory
---------
Inventory consists of food and beverages valued at the lower of cost
or market value. Cost is being determined using the first-in/first-out
basis.

Depreciation
------------
Depreciation of machinery and equipment, furniture and fixtures is
computed on the straight-line method at rates adequate to allocate the
cost of applicable assets over their expected useful lives.

NOTE 3 -  PLANT AND EQUIPMENT
-----------------------------
Plant and equipment at June 30, 2005 consists of the following:

<TABLE><CAPTION>
                                         Estimated Useful Lives
                                         ----------------------

                                                <c>
Computers                   $    1,578          5 years
Furniture and fixtures          11,548         10 years
Utensils                           499          2 years
Kitchen equipment               11,365         10 years
Renovation                       6,683         10 years
Office equipment                 1,192          5 years
                            ----------
                            $   32,865
Less: Accumulated
      depreciation          $   (3,218)
                            ----------
Plant and equipment, net    $   29,647
                            ==========

</TABLE>

Depreciation expense for the period ended June 30, 2005 was $861.


NOTE 4 - RECENT ACCOUNTING PRONOUNCEMENTS
-----------------------------------------
In November 2004, the FASB issued SFAS No. 151, Inventory Costs, an
amendment of ARB No. 43, Chapter 4. SFAS No. 151 amends the guidance in
ARB No. 43, Chapter 4, Inventory Pricing, to clarify the accounting
for abnormal amounts

                                   7
<PAGE>


                Thai One On, Inc. and Subsidiary
                (A Development Stage Enterprise)
                  Notes to Financial Statements

NOTE 4 - RECENT ACCOUNTING PRONOUNCEMENTS, CONT'D.
-------------------------------------------------
of idle facility expense, freight, handing costs, and spoilage. This
statement requires that those items be recognized as current period
charges regardless of whether they meet the criterion of "so abnormal"
which was the criterion specified in ARB No. 43. In addition, this
Statement requires that allocation of fixed production overheads to
the cost of production be based on normal capacity of the production
facilities. This pronouncement is effective for the Company beginning
October 1, 2005. The Company has not yet assessed the impact on
adopting this new standard.

In December 2004, the FASB issued SFAS No. 123 (revised 2004). Share-
Based Payment, which is a revision of SFAS No. 123, Accounting for
Stock-Based Compensation. SFAS No. 123(R) supersedes APB Opinion No.
25, Accounting for Stock Issued to Employees, and amends SFAS No. 95,
Statement of Cash Flows. Generally, the approach in SFAS No. 123(R) is
similar to the approach described in SFAS No. 123. However, SFAS No.
123(R) requires all share-based payments to employees, including grants
of employee stock options, to be recognized in the income statement
based on their fair values. Pro forma disclosure is no longer an
alternative. The new standard will be effective for the Company in the
first interim or annual reporting period beginning after December 15,
2005. The Company does not expect the adoption of this standard to
have a material impact on its financial statements, as it does not now
have and does not plan to grant at any time in the future, stock
options or stock-based compensation to its employees.

In December 2004, the FASB issued SFAS No. 153, "Exchanges of
Nonmonetary Assets, an amendment of APB Opinion No. 29 "effective
for nonmonetary asset exchanges occurring in the fiscal year
beginning January 1, 2006. SFAS No. 153 requires that exchanges
of productive assets be accounted for at fair value unless fair
value cannot be reasonably determined or the transaction lacks
commercial substance. SFAS No. 153 is not expected to have a
material effect on the company's Consolidated Financial Statements.

In May 2005, the FASB issued SFAS 154, "Accounting Changes and
Error Corrections - a Replacement of APB Opinion No. 20 and FASB
Statement No. 3".  SFAS 154 requires retrospective application to
prior period financial statements of changes in accounting
principle, unless it is impracticable to determine either the
period-specific effects or the cumulative effect of the change.
SFAS 154 also redefines "restatement" as the revising of
previously issued financial statements to reflect the correction
of an error. This statement is effective for accounting changes
and corrections of errors made in fiscal years beginning after
December 15, 2005. The Company does not believe that the adoption
of SFAS 154 will have a significant impact on the financial
statements.

NOTE 5 - INCOME TAXES
---------------------
Deferred taxes are classified as current or non-current, depending on the
classification of the assets and liabilities to which they relate.  Deferred
taxes arising from timing differences that are not related to an asset or
liability are classified as current or non-current depending on the periods
in which the timing differences are expected to reverse. The Company's
previous principal temporary differences relate to revenue and expenses
accrued for financial purposes, which are not taxable for financial
reporting purposes. The Company's material temporary differences consist of
bad debt expense recorded in the financial statements that is not deductible
for tax purposes and differences in the depreciation expense calculated for
financial statement purposes and tax purposes.

                                 8
<PAGE>



                Thai One On, Inc. and Subsidiary
                (A Development Stage Enterprise)
                  Notes to Financial Statements

NOTE 6 -  DUE TO DIRECTORS
--------------------------
Due to directors represents expenses paid on behalf of the Company by
the directors, yet to be reimbursed by the Company. These amounts are
non-interest bearing and have no definite repayment terms.

NOTE 7  -  DUE FROM DIRECTOR
----------------------------
Due from director represents funds forwarded to Au E Mun, yet to be
repaid to the Company.  These amounts are non-interest bearing and have
no definite repayment terms.

NOTE 8 -  GOING CONCERN
------------------------
The Company's financial statements are prepared using generally accepted
accounting principles applicable to a going concern, which contemplates
the realization of assets and liquidation of liabilities in the normal
course of business. However, the Company does not have significant cash
or other material assets, nor does it have an established sourCe of
revenues sufficient to cover its operating costs that raise substantial
doubt about its ability to continue as a going concern. The
stockholders/officers and or directors have committed to advancing
operating costs of the Company interest free to insure that the Company
has enough operating capital over the next twelve months.

NOTE 9  -  RELATED PARTIES
---------------------------
On April 28, 2004, David F. Knapfel, an officer and director, loaned the
company $40,000, repayable on April 28, 2005. The loan was repaid on
April 28, 2005.

NOTE 10  -  SUBSEQUENT EVENTS
----------------------------
There were no other material subsequent events that have occurred since
the balance sheet date that warrants disclosure in these financial
statements.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.

Results of Operations
---------------------
Three Months Ended June 30, 2005 compared to Three Months Ended June
30, 2004
----------------------------------------------------------------------
Gross revenues for the three months ended June 30, 2005 were $7,022,
less cost of goods sold in the amount of $1,687, for a gross profit of
$5,325, as compared to gross revenues of $763, less cost of goods
sold in the amount of $650, for a gross profit of $113 for the three
months ended June 30, 2004.

Total operating expenses for the three months ended June 30, 2005 were
$13,852, all consisting of general and administrative expenses, as
compared to $10,828 in total operating costs for the three months ended
June 30, 2004,all of which represented general and administrative expense.

                             9

<PAGE>

Net loss for the three months ended June 30, 2005 was $8,527 or $0.00 per
share,  as compared to a net loss of $10,715 for the three month period
ended June 30, 2004 or $0.01 per share, with a total net loss for the
period from inception to June 30, 2005 of $55,712 or $0.03 per share.

Liquidity and Capital Resources
-------------------------------
At June 30, 2005, our only sources of liquidity was $23,154 in cash in
the bank; $1,886 due from directors; and $3,482 in deposits and
prepayments.

Thre were no cash flows from financing activities for the three month
period ended June 30, 2005.

Cash flows from investing activities were $15 for the three month
period ended June 30, 2005, as compared to $20,164 for the three month
period ended June 30, 2004. The large reduction in the period ended
June 30, 2005 was attributable to the purchase of start up equipment
during the three month period ended June 30, 2004.

Our total stockholders' equity was $50,277 at June 30, 2005.

We believe our current cash and cash equivalents, plus revenues we expect
to derive from our business operations, will be sufficient to sustain our
operations for at least the next 12 months without having to raise or seek
additional capital; however, there can be no guarantee that we will have
sufficient capital or will be able to obtain sufficient capital to
meet our operational obligations if and when needed.

In the next 12 months, we do not intend to spend any substantial funds on
research and development and do not intend to purchase any major equipment.

We do not intend to hire any new employees during the ensuing year, unless
our business operations expand sufficiently to warrant additional staff.

We do not anticipate any material commitments for capital expenditures
in the near term. We are not aware of any trend in our industry or capital
resources which may have a negative impact on our income or revenues.

Off-Balance Sheet Arrangements
------------------------------
We have no off-balance sheet arrangements or contractual or commercial
commitments.

ITEM 3.   CONTROLS AND PROCEDURES

Within the 90 days prior to the date of this report, we have
performed an evaluation, under the supervision and with the
participation of our Management, of the effectiveness of the design
and operation of our disclosure controls and procedures pursuant to
Exchange Act Rule 13a-14. Based upon the evaluation, our Principal
Executive Officer and Principal Financial Officer concluded that the
current disclosure controls are effective in timely alerting us to
any material information required to be included in our periodic SEC
filings. There have been no significant changes in our internal
controls or in other factors that could significantly affect
internal controls subsequent to the date of this evaluation.

                            10
<PAGE>

                  PART II - OTHER INFORMATION

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

A)   The following exhibits, marked with an asterisk and required
to be filed hereunder, are incorporated herein by reference and
can be found in their entirety in our original Form SB-2
Registration Statement, filed under SEC File Number 333-115776 on
the SEC website at www.sec.gov:

<TABLE><CAPTION>

             <c>
Exhibit No.     Description
- ----------      -----------
* 3(i)          Articles of Incorporation
* 3(ii)         Bylaws
  31.1          Sec. 302 Certification of Chief Executive Officer
  31.2          Sec. 302 Certification of Principal Accounting Officer
  32.1          Sec. 906 Certification of Chief Executive Officer
  32.2          Sec. 906 Certification of Principal Accounting Officer

</TABLE>

B) There were no reports on Form 8-K filed during the three months
ended June 30, 2005.

                       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.

August 14, 2005                  Thai One On, Inc., Registrant

                                 By: /s/ Evon Au
                                 -----------------------------------------
                                 Evon Au, President, CEO and Chairman of
                                 the Board of Directors

August 14, 2005                  By: /s/ Au E-Mun
                                 -----------------------------------------
                                 Au E-Mun, Treasurer, Chief Financial
                                 Officer and Principal Accounting Officer
                                 and Director

August 14, 2005                  By: /s/ David Knapfel
                                 -----------------------------------------
                                 David Knapfel, Secretary and Director






                                   11

<PAGE>