UNITED STATES
                        SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A
                                 AMENDMENT NO. 1

 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
     ACT OF 1934

             FOR THE QUARTERLY PERIOD ENDED:      SEPTEMBER 30, 2005

                                     OR

 [ ] TRANSITION REPORT PURSUANT TO SECTION 13 0R 15(D) OF THE SECURITIES
     EXCHANGE ACT OF 1934

           FOR THE TRANSITION PERIOD FROM                           TO

                    COMMISSION FILE NUMBER:        000-51008

                         TELESIS TECHNOLOGY CORPORATION
        (Exact name of small business issuer as specified in its charter)

                 FLORIDA                                04-3684840
     (State or Other jurisdiction of                  (IRS Employer
      incorporation or organization)                Identification No.)

       1611 12TH STREET EAST, UNIT A
              PALMETTO, FLORIDA                           34221
  (Address of principal executive offices)              (Zip Code)

                                 (941) 795-7441
                 (Issuer's telephone number including area code)

Check whether the issuer (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 [ ]

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date.

Common Stock Outstanding as of September 30, 2005:  19,367,500 shares

Transitional Small Business Disclosure Format: Yes [ ]   No [X]


     We  are  filing this amended Form 10-QSB to update our explanations of line
item  changes in our Management's Discussion and Analysis of Financial Condition
and  Results  of  Operations, to add the disclosure regarding the payment of our
revolving  line  of  credit  under  "Subsequent  Events"  below and to include a
revised  Statement  of  Operations for the three and nine months ended September
30,  2005  and  related  footnotes  in connection with the Registrant's "gain on
disposition  of  property  and equipment" and the restatements contained herein.
Other than those items listed above which we have updated and revised, all other
sections  of  this  Amended Report on Form 10-QSB, remain the same as originally
filed  with the Commission on November 15, 2005, and investors should review our
most  recent  filings  for updated information on the operations, executives and
officers,  and  financial  condition  of  the  Registrant.


<PAGE>

                         TELESIS TECHNOLOGY CORPORATION

                               INDEX TO FORM 10QSB





PART  I   Financial Information

ITEM 1.   Financial Statements
          Title Page
          Report of Independent Registered Public Accounting Firm
          Balance Sheet at September 30, 2005 & 2004
          Stockholder's Equity at September 30, 2005 & 2004
          Statements of Operations at September 30, 2005 & 2004
          Statements of Cash Flows at September 30, 2005 & 2004
          Notes to Financial Statements

ITEM 2.   Managements Discussion and Analysis of Financial Condition and
          Results of Operations
          Liquidity and Capital Resources
          Critical Accounting Policies
          Additional Factors That May Affect Future Results
          Controls and Procedures

PART II   Other Information

ITEM 1.   Legal Proceedings
ITEM 2.   Changes in Securities and Use of Proceeds
ITEM 3.   Defaults Upon Senior Securities
ITEM 4.   Submission of Matters to a Vote of Security Holders
ITEM 5.   Other Information
ITEM 6.   Exhibits and Reports

          SIGNATURES

<PAGE>












Telesis Technology Corporation

Balance sheets as of September 30, 2005 and 2004

Statements of Operations, and
Cash Flows for the three month
period ended September 30, 2005 and 2004.

Notes to the financial statements








<PAGE>

E. RANDALL GRUBER, CPA, PC
===============================================================================
Certified Public Accountant                           Telephone   (314)238-1224
10805 Sunset Office Drive, Suite 300                        Fax   (314)238-1250
St. Louis, Missouri  63127


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
             -------------------------------------------------------

Board of Directors
Telesis Technology Corporation

I  have  reviewed  the  accompanying  balance  sheets  of  Telesis  Technology
Corporation  as  of  September  30,  2005 and 2004 and the related statements of
operations,  and  cash  flows  for  the nine months ended September 30, 2005 and
2004.  These  financial  statements  are  the  responsibility  of  the Company's
management.

I  conducted  my  reviews in accordance with the standards of the Public Company
Accounting  Oversight  Board  (United  States).  A  review  of interim financial
information  consists  principally  of applying analytical procedures and making
inquiries  of  persons  responsible  for financial and accounting matters. It is
substantially  less  in  scope  than  an  audit conducted in accordance with the
standards  of  the  Public  Company Accounting Oversight Board, the objective of
which  is  the expression of an opinion regarding the financial statements taken
as a whole. Accordingly, I do not express such an opinion.

Based on my reviews, I am not aware of any material modifications that should be
made to the accompanying interim financial statements referred to above for them
to be in conformity with U.S. generally accepted accounting principles.

As discussed in Note N to the financial statements, the Company has restated its
financial  statements  for  the nine months ended September 30, 2005 in order to
correctly  reflect  as  operating  income  the  gain on the sale of property and
equipment.

/S/     E. Randall Gruber, CPA, PC
--------------------------------------
November 9, 2005, except for Note N, as to which the date is January 27, 2006





           Member: American Institute of Certified Public Accountants
         Registered: Public Company Accounting Oversight Board (PCAOB)

<PAGE>

<TABLE>
<CAPTION>
TELESIS TECHNOLOGY CORPORATION
BALANCE SHEETS
(UNAUDITED)


ASSETS                                                        September 30,
------                                                        -------------
                                                        2005                2004
                                                        ----                ----
<S>                                                     <C>                  <C>
CURRENT ASSETS
Cash and cash equivalents                         $     311,258       $     165,278
Accounts receivable                                     519,220              56,150
Inventories                                           1,086,134             584,003
Prepaid expenses                                          2,553               -----
                                                  -------------       -------------
                        TOTAL CURRENT ASSETS          1,919,165             805,431
Property and equipment (at cost), net of accumulated
depreciation of $28,856, and $12,248 respectively       530,597             399,103

OTHER ASSETS
Loan to shareholder                                       -----               5,247
Deposits                                                    150               2,410
                                                  -------------       -------------
  TOTAL OTHER ASSETS                                        150               7,657
                                                  -------------       -------------
  TOTAL ASSETS                                        2,449,912           1,212,191
                                                  =============       =============
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------

CURRENT LIABILITIES
Notes payable                                            32,029              32,029
Accounts payable                                        493,975              65,455
Accrued income taxes                                     42,000              10,600
Current maturities of long-term debt                     34,648               7,200
                                                  -------------       -------------
                     TOTAL CURRENT LIABILITIES          602,652             115,284

LONG-TERM DEBT
Mortgages payable, net of current maturities            208,957             241,494
                                                  -------------       -------------
Deferred income taxes                                    91,442              13,800
                                                  -------------       -------------
  TOTAL LIABILITIES                                     903,051             370,578
</TABLE>

<PAGE>

<TABLE>
<CAPTION>

TELESIS TECHNOLOGY CORPORATION
BALANCE SHEETS
(UNAUDITED)

                                                            September 30,
                                                            -------------
                                                     2005                  2004
                                                     ----                  ----
<S>                                                  <C>                    <C>
STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value; 20,000,000
   shares authorized; no shares issued and
   outstanding                                    -----------          -----------
Common stock, $0.001 par value; 100,000,000
  shares authorized, $1.00 par value;
  19,367.500 and 13,367,500 shares
  issued and outstanding                               19,368               13,368
Additional paid-in capital                          1,288,217              758,049
Retained earnings (accumulated deficit)               239,276               70,196
  TOTAL STOCKHOLDERS' EQUITY                        1,546,861              841,613
                                                  -----------          -----------

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY      $ 2,449,912          $ 1,212,191
</TABLE>

<PAGE>

<TABLE>
<CAPTION>


TELESIS TECHNOLOGY CORPORATION
STATEMENTS OF OPERATIONS
(UNAUDITED)

                                                 For the                         For the
                                            Three months ended              Nine months ended
                                               September 30                    September 30
                                               ------------                    ------------
                                          2005              2004          2005              2004
                                          ----              ----          ----              ----
<S>                                        <C>               <C>           <C>               <C>
REVENUES
   Aerospace                          $  630,553          $  154,461   $  1,948,591     $  607,125
   Commercial                            152,124             100,095        430,369        322,204
   Test lab                               19,938               5,642         47,684          8,998
   Internet sales                            114                 ---            114            ---
                                      ----------          ----------   ------------     ----------
                                         802,729             260,198      2,426,758        938,327
Cost of Sales
   Cost of goods sold                    612,113             121,087      1,836,989        569,802
   Freight                                 5,964               5,338         17,749         17,169
                                      ----------          ----------   ------------     ----------
     Total cost of sales                 618,077             126,425      1,854,738        586,971
                                      ----------          ----------   ------------     ----------
          Gross margin                   184,652             133,773        572,020        351,356
                                      ----------          ----------   ------------     ----------
OTHER OPERATING INCOME
     Gain on disposition of property
      and equipment                          ---                 ---         41,751            ---

        Gross income from operations     184,652              133,773       613,771        351,356

OPERATING EXPENSES
   Salaries and wages                     61,689               60,853       211,693        146,179
   Professional fees                       3,702                2,833         9,254         12,662
   Outside services                       23,335                5,500        39,229         16,770
   Utilities and telephone                 3,901                3,573        13,522          8,699
   Payroll taxes and employee benefits     8,209                6,710        27,235         14,894
   Other taxes                               432                  ---         2,640            ---
   Operating supplies                      1,045                6,247         4,798         12,406
   Depreciation                            6,086                3,450        18,475          8,150
   Office supplies                         1,165                2,785         4,305          5,195
   Dues and assessments                      296                  ---         2,894            ---
   Repairs and maintenance                   143                1,152         1,518          4,021
   Advertising and promotion                 540                1,598         2,295          2,340
   Auto expense                            1,861                1,208         5,072          3,523
   Travel                                    823                2,308           823          2,308
   Dues and subscriptions                    748                1,570           748          1,570
   Insurance                                 635                  916         3,659          2,749
   Other operating expenses                 (636)                 (63)        2,487          3,924

   TOTAL OPERATING EXPENSES              113,974               100,640      350,647        245,390

             INCOME FROM OPERATIONS       70,678                33,133      263,124        105,966
</TABLE>



<PAGE>

<TABLE>
<CAPTION>


TELESIS TECHNOLOGY CORPORATION
STATEMENTS OF OPERATIONS
(UNAUDITED)

                                                           For the                      For the
                                                      Three months ended           Nine months ended
                                                          September 30                September 30
                                                          ------------                ------------
                                                       2005            2004          2005          2004
                                                       ----            ----          ----          ----
<S>                                                    <C>              <C>           <C>           <C>
OTHER INCOME (EXPENSES)
  Interest income                                      1,100            300          2,198          300
  Other income                                         9,135            ---          16,922         ---
  Interest expense                                    (3,635)        (2,906)        (19,837)     (11,670)
                                                  ----------     ----------     -----------    ---------
  NET OTHER INCOME OVER OTHER EXPENSES                 6,600         (2,606)           (717)     (11,370)
                                                  ----------     ----------     -----------    ---------
        INCOME BEFORE INCOME TAXES                    77,278         30,527         262,407       94,596

INCOME TAXES                                          28,549          4,598          98,990       24,400
                                                  ----------     ----------     -----------   ----------
                    NET INCOME                    $   48,729     $   25,929     $   163,417   $   70,196
                                                  ==========     ==========     ===========   ==========
Weighted average number of common shares
     outstanding - basic and fully diluted        19,367,500     12,713,736      19,156,718   12,225,000
                                                  ==========     ==========     ===========   ==========
Net income per share - basic and fully diluted    $     0.00     $     0.00     $      0.01   $     0.01
                                                  ==========     ==========     ===========   ==========
</TABLE>



<PAGE>

<TABLE>
<CAPTION>

TELESIS TECHNOLOGY CORPORATION
STATEMENTS OF CASH FLOWS
(UNAUDITED)


                                                                                                For the
                                                                                           Nine months ended
                                                                                             September 30,
                                                                                     ---------------------------
                                                                                          2005           2004
                                                                                     ---------------  ----------
<S>                                                                                       <C>             <C>
OPERATING ACTIVITIES
NET INCOME (LOSS)                                                                    $       163,417  $   70,196
ADJUSTMENTS TO RECONCILE NET INCOME TO
 NET CASH PROVIDED BY OPERATING ACTIVITIES
    Gain on disposition of property and equipment                                            (41,751)        ---
    Depreciation and amortization                                                             18,475       8,150
    Deferred income taxes                                                                    (55,977)     13,800

CHANGES IN ASSETS AND LIABILITIES
    Accounts receivable                                                                     (300,141)    105,159
    Prepaid expenses                                                                          (2,553)      5,000
    Inventories                                                                             (120,038)    (92,715)
    Accounts payable                                                                         439,265     (24,720)
    Accrued income taxes                                                                      28,365      10,600
    Notes Payable                                                                                ---      32,029
    Current Maturities of long-term debt                                                         ---       5,000
                                                                                     ---------------  ----------
NET CASH PROVIDED BY OPERATING ACTIVITIES                                                    241,016     132,499

INVESTING ACTIVITIES
    Expenditures for property and equipment                                                  (72,323)   (276,175)
    Proceeds from disposition of property and        equipment                               165,000         ---
    Loans to shareholder                                                                         ---      (3,477)
    Security deposit refund                                                                      260         ---
    Additional security deposits                                                                 ---      (2,150)
                                                                                     ---------------  ----------
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES                                           92,937    (281,802)

FINANCING ACTIVITIES
    Proceeds from issuance of long-term debt                                                     ---     183,500
    Principal payments on long-term debt                                                     (92,246)     (8,602)
    Additional investment by shareholders                                                        ---      72,176
                                                                                     ---------------  ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES                                                    (92,246)    247,074

NET DECREASE IN CASH AND CASH EQUIVALENTS                                                    241,707      97,771
</TABLE>

<PAGE>

<TABLE>
<CAPTION>
TELESIS TECHNOLOGY CORPORATION
STATEMENTS OF CASH FLOWS
(UNAUDITED)


<S>                                                                                           <C>         <C>
Cash and cash equivalents, beginning                                                         69,551      67,507
                                                                                         ----------   ---------
CASH AND CASH EQUIVALENTS, END                                                           $  311,258   $ 165,278
                                                                                         ==========   =========
Supplemental disclosures:
    Interest paid                                                                        $   19,837   $  11,670
                                                                                         ==========   =========
    Non-cash investing and financing transactions - During the six months ended
      June 30, 2005, the Company's major shareholder transferred inventory items
      to the Company.  The inventory was valued at replacement cost in the amount
      of $457,561.  The stockholder was credited with common stock and  additional
      paid-in capital in the amount of $457,561
</TABLE>

<PAGE>


TELESIS TECHNOLOGY CORPORATION
NOTES TO FINANCIAL STATEMENTS

NOTE A - COMPANY OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
------------------------------------------------------------------------

Company overview
----------------

Telesis  Technology  Corporation  is  a  publicly  traded,  multi-faceted,  high
technology  company  that  designs, develops, tests, manufactures, and markets a
diverse  range  of  aerospace  and  defense  products. The Company is focused on
providing  product, system and service solutions for commercial and governmental
customers.  The  Company  has  four  operating  divisions  -  Governmental  and
Commercial  Products  Division  CPD)  Telesis  Aerospace; Telesis Test Labs; and
Telesis RF.



Basis of preparation of financial statements
--------------------------------------------

The  accompanying  financial  statements  are  prepared  in accordance with U.S.
generally accepted accounting principles (GAAP).

Use of estimates
----------------

The  preparation  of  financial  statements  in  conformity  with  GAAP requires
management to make estimates and assumptions that affect the reported amounts of
assets  and  liabilities, the disclosure of contingent assets and liabilities on
the  date  of the financial statements, and the reported amounts of revenues and
expenses  during the audit period. An example of an estimate is the useful lives
of  property,  plant,  and  equipment.  Actual  results  could differ from those
estimates.



Revenue recognition
-------------------

The Company derives its revenues primarily from product sales, testing services,
and  from  packaging  and  preservation services. Products shipped to commercial
customers  are  FOB  shipping point. Title to the product passes to the customer
upon shipment, and the revenue is recognized upon shipment.

The Company has no long-term sales contracts.

Products  shipped  to  governmental  customers are FOB destination. Title to the
product  passes to the governmental unit upon acceptance (normally three to five
business days). Revenue is recognized upon shipment.



Cash and cash equivalents
-------------------------

The Company considers all highly liquid investments with a remaining maturity at
the  date of purchase/investment of three months or less to be cash equivalents.
Cash and cash equivalents comprise cash and cash on deposit with banks.

Credit risk
-----------

The  Company's  major  customer  is  the Defense Department of the United States
government. Sales to the United States government represent approximately 80% of
Company  sales  for  the  nine months ended September 30, 2005. No provision for
uncollectible accounts has been established at September 30, 2005.


<PAGE>


TELESIS TECHNOLOGY CORPORATION
NOTES TO FINANCIAL STATEMENTS

Property and equipment
----------------------

Property  and  equipment  are stated at cost, less accumulated depreciation. The
Company  depreciates  property  and  equipment over their estimated useful lives
using  the  straight-line  method.  The  estimated useful lives of assets are as
follows:

               Buildings                                      40 years
               Furniture and fixtures                         10 years
               Computer and telecommunications equipment     5-7 years



Foreign currency translation
----------------------------

The  Company prepares financial statements using the United States dollar as the
functional currency. The financial statements required no translation of foreign
currencies  since  none  of  the  foreign operations had transactions during the
financial statement periods.

Income taxes
------------

Upon  incorporation  in  June,  2002,  the Company elected to be taxed as an "S"
Corporation  in  which  all items of income and expense and other tax attributes
"pass-through" to the shareholders' individual income tax returns.

Effective January 1, 2004, the Company elected out of the "S" Corporation income
tax  status,  and  elected  to  be  taxed  as  a  regular corporation. Financial
statements  for  periods subsequent to December 31, 2003 include a provision for
income taxes due by the Company.



NOTE B - INVENTORIES
--------------------

Inventories  consist  of  the  cost  of  parts,  components, material, labor and
manufacturing  overhead  used  in the performance of services for customers, and
are stated at the lower of cost or market on a FIFO (first-in, first-out) basis.
Inventory  transferred  to  the  Company by its major stockholders was valued at
replacement cost since historical cost was not available.

NOTE C - PROPERTY AND EQUIPMENT
-------------------------------

Property and equipment consist of the following at June 30, 2005:

                  Land                               $  90,000
                  Building                             318,659
                  Construction in progress              57,084
                  Furniture, fixtures and equipment     93,710
                                                     ---------
                                                       559,453
                  Less - Accumulated depreciation      (28,856)
                                                     ---------
                                                     $ 530,597
                                                     =========

Depreciation expense totaled $18,475 for the nine months ended September 30,
2005.


<PAGE>


TELESIS TECHNOLOGY CORPORATION
NOTES TO FINANCIAL STATEMENTS

NOTE D - RELATED PARTY TRANSACTIONS
-----------------------------------

The  Company's  major  stockholder  transferred  inventory  items to the Company
during  the  period.  The  inventory  was  valued  at  replacement  cost  (since
historical  cost was unavailable) in the amount of $457,561. The stockholder was
credited  with  additional paid-in capital in the amount of $457,561 in exchange
for the inventory.

     The  Company's  major  stockholder  has signed a personal guarantee for the
mortgage debt and line of credit of the Company as described in Notes E and F.

NOTE E - NOTES PAYABLE
----------------------

The  Company  has a revolving line of credit with a commercial bank. The line of
credit established on November 20, 2003 is in the amount of $50,000. Interest on
the  line is due monthly and is at a rate of 1.5% over the index rate (Citibank,
N.A.  New York base rate). The effective rate is 7.75% at September 30, 2005 and
the amount outstanding at September 30, 2005 is $32,029. The line of credit does
not have an expiration date.



NOTE F - LONG-TERM DEBT
-----------------------

Long-term debt consists of the following at September 30, 2005:

Real  estate  mortgage  issued  in  the  original  amount  of
$250,500  payable  at  6.00% interest. The note is amortized over
thirty  years  with monthly payments in the amount of $1,798. The
note  is  subject to an interest rate change based on 3% over the
one  year  U.S.  Treasury  rate  effective  October 15, 2004. The
balance  of  the  notes  is  due on October 15, 2014. The note is
secured by real estate.                                            $    168,805


Real  estate  mortgage  issued  in  the  original  amount  of
$88,000.  The  note  is  due  in twenty quarterly installments of
$4,400 beginning on January 31, 2005, with a final payment due on
October 31, 2009. The mortgage was issued by the City of

Superior, Nebraska.  The note is secured by real estate.                 74,800
                                                                   ------------
Total long-term debt                                                    243,605
Less - Current maturities                                               (34,468)
                                                                   ------------
Long-term debt, net of current maturities                          $    208,957
                                                                   ============

The maturities of long-term debt are as follows:

                                    2005 - 2006       $   34,468
                                    2006 - 2007           35,098
                                    2007 - 2008           35,548
                                    2008 - 2009           35,998
                                    2009 - 2010           36,448
                                    Later Years           31,397
                                                      ----------
                                                      $  208,957
                                                      ==========


<PAGE>


TELESIS TECHNOLOGY CORPORATION
NOTES TO FINANCIAL STATEMENTS

NOTE G - PUBLIC STOCK OFFERING
------------------------------

On  December 29, 2003, the Company conducted a private placement of common stock
pursuant  to  Regulation  D,  Rule  504  of  the Securities Act, as amended (the
"Securities  Act"). This offering was registered in the State of Nevada pursuant
to  N.R.S. 90.480 - Registration by Qualification on December 29, 2003. Pursuant
to this offering, the Company offered to sell a minimum of 350,000 shares with a
maximum of 1,500,000 shares of its common stock at a price of $.08 per share. On
April  16,  2004, the Company completed the private offering of shares of common
stock of the Company in accordance with Regulation D, Rule 504 of the Securities
Act  and  the  Registration  by Qualification in the State of Nevada, whereby it
sold 1,042,500 shares of common stock for an aggregate total of $83,822.

NOTE H - PREFERRED AND COMMON STOCK
-----------------------------------

The Company is authorized to issue 20,000,000 shares of preferred stock at $.001
par  value  and  100,000,000  shares  of  common stock at $.001 par value. As of
December  31,  2004  the Company had issued 12,225,000 shares of common stock to
the  initial  shareholders.  The  initial  shareholders  have  entered  into  an
agreement  with  the Company that the 12,225,000 shares will not be sold for two
years from the issuance date.



NOTE I - SEGMENT REPORTING
--------------------------

The  Company  has  two reportable segments consisting of the aerospace division,
and the commercial products division. The Company evaluates performance based on
sales,  gross  profit  margins  and  operating  profit  before income taxes. The
following  information  is  for  the  Company's reportable segments for the nine
months ended September 30, 2005 (in thousands):

                           Aerospace  Commercial
                            Segment     Segment     Other    Total
                             ($)          ($)        ($)      ($)
   Revenue                  1,949         431        47      2,427
   Cost of sales            1,490         329        36      1,855
   Depreciation                11           5         2         18
   Profit from operations     178          42         2         22
   Identifiable assets        427          84        20        531
   Capital expenditures        58          14         -         72

The following information is for the Company's reportable segments for the nine
months ended September 30, 2004 (in thousands):

                             Aerospace   Commercial
                              Segment      Segment      Other     Total
                                ($)          ($)         ($)       ($)
   Revenue                      607          322         47        938
   Cost of sales                380          202          5        587
   Depreciation                   5            2          1          8
   Profit from operations        63           21         22        106
   Identifiable assets          324           63         12        399
   Capital expenditures         160           40         12        276


<PAGE>


NOTE J - INCOME TAX EXPENSE
---------------------------

Income tax expense consists of the following for the quarter ended September 30,
2005:

     Federal and state income tax:

          Federal          $     86,395

          State                  12,595
                           ------------

                           $     98,990
                           ============

TELESIS TECHNOLOGY CORPORATION
NOTES TO FINANCIAL STATEMENTS

Current income taxes are based on the annualized taxable income for the year.

Deferred  income  taxes, resulting from timing differences in the recognition of
expenses for tax and financial reporting purposes, primarily depreciation.



NOTE K - EMPLOYEE RETIREMENT PLAN
---------------------------------

The  Company  has  adopted an employee retirement plan under which employees may
defer  a  portion  of  their  annual  compensation pursuant to provisions of the
Internal  Revenue  Code.  The  Company  can  elect  to  contribute  to the plan.
Substantially  all employees who have completed at least one year of service are
eligible  to  participate  in  the  plan.  The Company has not elected to make a
contribution to the plan for the six months ended September 30, 2005.

NOTE L - COMMITMENTS
--------------------

The  Company  entered  into  an agreement with the City of Superior, Nebraska to
purchase  a  commercial  building  and ten acres of real estate with no interest
financing.  As part of the agreement the Company has committed that it will have
a minimum of five full-time employees with three of those employees being low to
moderate  income.  All of the employees will have a base salary of not less than
$8.25  per  hour  plus  benefits.  The  commitment  is  to  be  fulfilled by the
conclusion  of  the  first year of operation. The purchase price of the building
and land is $110,000.



NOTE M - COMMON STOCK
---------------------

On  January  4, 2005, the Company issued 6,000,000 shares of its common stock to
Hasit  Vibhakar,  an  officer  of  the  Company  in  exchange  for a transfer of
inventory  valued  at $463,561. The issuance of common stock was issued under an
exemption from the registration provisions of Section 5 of the Securities Act of
1933,  as amended (the "Act"), as provided under Section 4(2) of the Act and the
Common  Stock  shall  be  restricted  securities  that  cannot  be resold by the
purchaser  without subsequent registration under the Act or the applicability of
a  secondary  transactional  exemption from the registration requirements of the
Act  (e.g.  subject  to  the  safe  harbor  guidelines and resale limitations as
provided under Rule 144 of the Act).


<PAGE>


NOTE N - RESTATEMENT
--------------------

Subsequent  to  issuing the financial statements for the six months period ended
June  30, 2005, the Company discovered an error in the computation of its income
from  operations,  due  to  the  recording of the gain on the sale of one of the
Company's warehouse facilities treated as other income. As a result, the Company
has  restated  its  financial  statements and financial information for the nine
month  period ended September 30, 2005. The effect of the change was to increase
gross  income  from  operations  by $41,751, and to decrease net other income by
$41,751 for the nine month period ended September 30, 2005.

The  Company  also  reported  a  change in the method of revenue recognition for
government  customers. Instead of recognizing revenue upon shipment, the Company
has  changed its policy to revenue recognition upon customer acceptance, usually
three  to  five  days  after  receipt. This change did not result in a change in
revenues,  since  there  were  no shipments to governmental customers during the
last week of the nine month period ended September 30, 2005.

The effects of this adjustment are summarized as follows:


<TABLE>
<CAPTION>


TELESIS TECHNOLOGY CORPORATION
STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005
(UNAUDITED)


                                                      As
                                                   Originally                      As
                                                    Reported     Adjustment     Restated
                                                   -----------   ----------     --------
<S>                                                   <C>           <C>            <C>
REVENUES
  Aerospace                                        $ 1,948,591   $             1,948,591
  Commercial                                           430,369                   430,369
  Test lab                                              47,684                    47,684
  Internet sales                                           114                       114
                                                   -------------------------------------
                                                     2,426,758                 2,426,758
Cost of Sales
  Cost of goods sold                                 1,836,989                 1,836,989
  Freight                                               17,749                    17,749
                                                   -------------------------------------
    Total cost of sales                              1,854,738                 1,854,738
                                                   -------------------------------------
    Gross margin                                       572,020                   572,020
                                                   -------------------------------------
OTHER OPERATING INCOME
  Gain on disposition of property and equipment                  (1)  41,751      41,751
                                                   -------------------------------------
      Gross income from operations                     572,020        41,751     613,771

OPERATING EXPENSES
  Salaries and wages                                   211,693                   211,693
  Professional fees                                      9,254                     9,254
  Outside services                                      39,229                    39,229


<PAGE>


  Utilities and telephone                               13,522                    13,522
  Payroll taxes and employee benefits                   27,235                    27,235
  Other taxes                                            2,640                     2,640
  Operating supplies                                     4,798                     4,798
  Depreciation                                          18,475                    18,475
  Office supplies                                        4,305                     4,305
  Dues and assessments                                   2,894                     2,894
  Repairs and maintenance                                1,518                     1,518
  Advertising and promotion                              2,295                     2,295
  Auto expense                                           5,072                     5,072
  Travel                                                   823                       823
  Dues and subscriptions                                   748                       748
  Insurance                                              3,659                     3,659
  Other operating expenses                               2,487                     2,487
                                                   -------------------------------------
  TOTAL OPERATING EXPENSES                             350,647                   350,647
                                                   -------------------------------------
  INCOME FROM OPERATIONS                               221,373                   263,124
</TABLE>



<PAGE>

<TABLE>
<CAPTION>


TELESIS TECHNOLOGY CORPORATION
STATEMENTS OF OPERATIONS
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005
(UNAUDITED)
                                                                For the
                                                            Nine months ended
                                                              September 30
                                                      -----------------------------
                                                      2005                     2004
                                                      ----                     ----
<S>                                                   <C>                      <C>
OTHER INCOME (EXPENSES)
   Interest income                                   2,198                    2,198
   Gain on disposition of property and equipment    41,751     (1) (41,751      ---
   Other income                                     16,922                   16,922
   Interest expense                                (19,837)                 (19,837)
                                                -----------------------------------
   NET OTHER INCOME OVER OTHER EXPENSES             41,034       (41,751)      (717)
                                                -----------------------------------
             INCOME BEFORE INCOME TAXES            262,407                  262,407

   INCOME TAXES                                     98,990                   98,990
                                                -----------------------------------
                             NET INCOME         $  163,417                $ 163,417
                                                ===================================
Weighted average number of common shares
   outstanding - basic and fully diluted        19,156,718               12,225,000
                                                ===================================
Net income per share - basic and fully diluted  $     0.01                $    0.01
                                                ===================================
</TABLE>

The  effect  on  the  reported  net  income for each of the quarters in the nine
months  ended  September  30,  2005  are  as  follows:

                                              Third       Second       First
                                             Quarter     Quarter      Quarter

Net income as reported                      $ 48,729     $73,096      $41,592

The Company sold property and
equipment during the quarter
ended June 30, 2005.  This
adjustment records the gain on
sale of the property and equipment
as other operating income.                  --------      41,751    ---------

The Company sold property and
equipment during the quarter
ended June 30, 2005.  The original
accounting recorded the gain on
sale of the property and equipment
as other income in error.                   --------     (41,751)   ---------


Net income as restated                      $ 48,729     $73,096      $41,592




(1)  The  Company originally reported gain from the sale of a warehouse facility
as  other  income,  this  adjustment  properly records the income as income from
operations.

<PAGE>

ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
            RESULTS OF OPERATIONS.


This  filing  contains  forward-looking  statements,  which  involve  risks  and
uncertainties.  Our actual future results may differ materially from the results
discussed in the forward-looking statements. When used in this report, the words
"expects"  "anticipates" and "estimates" and similar expressions are intended to
identify  forward-looking statements. Factors that could cause actual results to
differ  materially from those expressed in any forward-looking statement made by
us include, but are not limited to:

     -    our  ability  to  finance  our  activities  and maintain our financial
          liquidity;
     -    our  ability  to  attract  and  retain  qualified,  knowledgeable
          employees;
     -    the impact of general economic conditions on our business;
     -    postponements,  reductions,  or  cancellations  in  orders  from
          customers;
     -    the limited number of potential customers for our products;
     -    the variability in gross margins on our products;
     -    our ability to design and market new products successfully;
     -    our failure to acquire new customers in the future;
     -    deterioration of business and economic conditions in our markets;
     -    intensely  competitive  industry  conditions  with  increasing  price
          competition;
     -    the rate of growth in the aerospace and defense markets.


Overview
--------

Telesis  Technology  Corporation is a diversified Aerospace & Defense Contractor
which  designs,  supplies, tests, manufactures and markets electronic components
and  machined  components  and  sub assemblies serving the aerospace and defense
markets.  Our  defense industry products are used in specifically for the repair
and  maintenance  of  weapons  systems,  ground  support,  and  equipment spares
programs  radar  and  electronic  warfare  equipment  integrated into electronic
systems  for  tactical aircraft, ships, ground systems, and missile systems. The
demand  for  products  manufactured  by us and used in the aerospace and defense
industry has been growing at a fast pace during the last 2 years and is expected
to  continue  to  grow. This growth is attributable to an increase in demand for
our  products  by  the  government  and  all  prime contractors dealing with the
government,  as  well  as  to  our  strategy to acquire market share by offering
leading edge products.


Results of Operations
---------------------

COMPARISON OF OPERATING RESULTS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2005,
COMPARED TO THE THREE MONTHS ENDED SEPTEMBER 30, 2004.


Sales  revenue  for  the  three  months  ended  September  30, 2005 was $802,729
compared  with  sales  revenue  of  $260,198  for  the  three month period ended
September  30,  2004,  which  represented  a $542,531 or 208% increase. The main
factor attributing to this increase in revenue was the $476,092 or 308% increase
in  our  aerospace division, which increase was due to an increase in backlogged
contracts  being shipped during the three month period ended September 30, 2005,

<PAGE>

compared  to  the  three  month  period ended September 30, 2004; an increase in
large  contract  orders  for  the  three  month period ended September 30, 2005,
compared  to the three month period ended September 30, 2004; and an increase in
our  sales  and marketing efforts for the three months ended September 30, 2005,
compared to the three months ended September 30, 2004.

We  had  total  cost  of  sales for the three months ended September 30, 2005 of
$618,077,  an  increase  of  $491,652 or 389% compared to total cost of sales of
$126,425  for  the  three month period ended September 30, 2004. The increase in
total  cost  of  sales  was directly attributable to our increased sales for the
three  months  ended  September  30,  2005,  compared  to the three months ended
September 30, 2004.



Gross margin for the three months ended September 30, 2005 was $184,652 compared
with  $133,773  for  the same period in 2004. This was an increase of $50,879 or
38% from the prior period which was mainly caused by our increased sales for the
three month period ended September 30, 2005, compared to the prior period.

We had total operating expenses of $113,974 for the three months ended September
30,  2005,  an increase of $13,334 or 13.2% compared to total operating expenses
of  $100,640  during  the three months ended September 30, 2004. The main factor
leading to this increase was the $17,835 increase in outside services, which was
due  to costs associated with professional services in connection with us filing
reports  with the SEC and include legal and accounting costs associated with the
SEC comment letters we have received in connection with our Form 10-SB.

We had net other income of $6,600 for the three months ended September 30, 2005,
compared to net expense of $2,606 for the three months ended September 30, 2004,
an  increase  in net other income of $9,206, which was mainly due to an increase
in  other  income of $9,135 for the three month period ended September 30, 2005,
compared  to the same period in 2004. As our sales increased for the three month
period  ended  September  30,  2005,  compared  to  the  nine month period ended
September  30,  2004,  so  did our other income associated with such sales which
income  was  realized  from  freight  and miscellaneous support services for our
products.



We  had  income  taxes of $28,549 for the three months ended September 30, 2005,
compared  to  income  taxes  of  $4,598 for the three months ended September 30,
2004,  an  increase  of  $23,951  from the prior period. This increase in income
taxes  was  due to increases in taxable income, state property tax increases, an
increase  in taxes in connection with our purchase of assets, and an increase in
payroll  taxes  and  employee  benefits  in  connection  with  our  increases in
employees  (as  described  above) for the three months ended September 30, 2005,
compared to the three months September 30, 2004.

We  reported  a  net  income  for  the  three months ended September 30, 2005 of
$48,729  compared  with  net income of $25,929 for the same period in 2004. This
represented an increase of $22,800 or 87.9% from the prior period.



COMPARISON OF OPERATING RESULTS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2005,
COMPARED TO THE NINE MONTHS ENDED SEPTEMBER 30, 2004.

Sales  revenue  for  the  nine  months  ended  September 30, 2005 was $2,426,758
compared  with  sales  revenue  of  $938,327  for  the  nine  month period ended
September  30,  2004,  which represented a $1,488,431 or 245% increase. The main
factor  attributing  to  this  increase  in  revenue  was the $1,341,466 or 221%
increase  in  our  aerospace  division, which increase was due to an increase in
backlogged  contracts being shipped during the nine month period ended September
30,  2005,  compared  to  the  nine month period ended September 30, 2004 and an
increase  in our sales and marketing efforts for the nine months ended September
30, 2005, compared to the nine months ended September 30, 2004.


<PAGE>


We  had  total  cost  of  sales  for the nine months ended September 30, 2005 of
$1,854,738, an increase of $1,267,767 or 216% compared to total cost of sales of
$586,971  for  the  nine  month period ended September 30, 2004. The increase in
total  cost  of  sales  was directly attributable to our increased sales for the
nine  months  ended  September  30,  2005,  compared  to  the  nine months ended
September 30, 2004.

Gross  margin for the nine months ended September 30, 2005 was $572,020 compared
with  $351,356  for the same period in 2004. This was an increase of $220,664 or
62.8%  from  the prior period which was mainly caused by our increased sales for
the nine month period ended September 30, 2005, compared to the prior period.

Other operating income for the nine months ended September 30, 2005 was $41,751,
compared to other operating income of $0 for the nine months ended September 30,
2004.  Other  operating  income  for  the  nine  months ended September 30, 2005
consisted solely of gain on disposition of property and equipment.



We  had total operating expenses of $350,647 for the nine months ended September
30,  2005, an increase of $105,257 or 42.9% compared to total operating expenses
of  $245,390  during  the nine months ended September 30, 2004. The main factors
leading  to  this increase was the $65,514 increase in salaries and wages, which
was  due  to  increases  in  sales  staff  to  assist  with our sales growth and
increases  in  our  warehouse/shipping/receiving  staff  to handle our increased
sales;  the  $12,341  increase  in  payroll  taxes  and unemployment benefits in
connection  with  the  increase  in  salaries;  the  $22,459 increase in outside
services  due  to costs associated with professional services in connection with
us filing reports with the SEC and include legal and accounting costs associated
with the SEC comment letters we have received in connection with our Form 10-SB;
and the $10,325 increase in depreciation expense.



We  had  net other expense of $717 for the nine months ended September 30, 2005,
compared to net other expense of $11,670 for the nine months ended September 30,
2004,  an  increase  in net other expense of $10,953, which was mainly due to an
increase  in  other  income of $16,922 for the nine month period ended September
30,  2005,  compared  to  the nine month period ended September 30, 2004. As our
sales  increased for the nine month period ended September 30, 2005, compared to
the  nine  month  period  ended  September  30,  2004,  so  did our other income
associated  with  such  sales  which  income  was  realized  from  freight  and
miscellaneous support services for our products.

We  had  income taxes of $98,990 for the nine months ended September 30, 2005, a
$74,590  increase over income taxes for the nine months ended September 30, 2004
of  $24,400.  This  increase  in  income  taxes  was due to increases in taxable
income,  state  property  tax increases, an increase in taxes in connection with
our  purchase  of assets, and an increase in payroll taxes and employee benefits
in  connection with our increases in employees (as described above) for the nine
months ended September 30, 2005, compared to the nine months September 30, 2004.

We  reported net income for the nine months ended September 30, 2005 of $163,417
compared  with  net  income  of  $70,196  for  the  same  period  in  2004. This
represented an increase of $93,221 or 133% from the prior period.



LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

We  had  total  assets  as  of  September 30, 2005 of $2,449,912, which included
$1,919,165 of total current assets and $530,747 of non-current assets.


<PAGE>


Total current assets as of September 30, 2005 included $311,258 of cash and cash
equivalents,  $519,220  of  accounts  receivable,  $1,086,134 of inventories and
$2,553 of prepaid expenses.

Total  non-current  assets at September 30, 2005 included property and equipment
(net  of  accumulated  depreciation  of $28,856) of $530,597 and other assets of
$150 consisting of deposits.

We  had  total liabilities of $903,051 as of September 30, 2005, which consisted
of  $602,652  of current liabilities and $300,399 of non-current liabilities. We
had net working capital of $1,316,513 as of September 30, 2005.

We  had  total  current  liabilities of $602,652 as of September 30, 2005, which
included  notes payable of $32,029, accounts payable of $493,975, accrued income
taxes  of  $42,000  and  current  maturities  of  long term debt of $34,648. The
$32,029 of notes payable were in connection with a revolving line of credit with
a  commercial  bank, which was established on November 20, 2003 in the amount of
$50,000.  Interest on the line of credit is due monthly and is at a rate of 1.5%
over  the  index rate (Citibank, N.A. New York base rate). The effective rate of
interest on the note as of September 30, 2005 was 7.75%.



We had total non-current liabilities of $300,399 as of September 30, 2005, which
included  mortgages payable, net of current liabilities of $208,957 and deferred
income  taxes  of $91,442. The mortgages payable included $168,805 owing under a
$250,000  mortgage  for  our  building  at  1611  12th Street East Unit A and B,
Palmetto,  Florida,  34221, which bears interest at 6.00% per year. The property
encompasses  approximately 4000 square feet of office space, which we use as our
main  sales headquarters. The Company has agreed to make thirty monthly payments
of  $1,798  on  the  note,  which the final payment due on October 15, 2014. The
mortgages  payable  also included $74,800 owing under a mortgage in the original
amount  of  $88,000  on  our  property at One Telesis Drive, Superior, Nebraska,
68978,  which  includes  our  newly  constructed 20,000 square foot distribution
facility.  The  note on our warehouse facility is due in twenty monthly payments
of  $4,400,  with  the  last  payment due on October 31, 2009. The two mortgages
total $208,957.

Our  Chief Executive Officer and President, Hasit Vibhakar has signed a personal
guarantee  for  the mortgage debt and line of credit of the Company as described
above  and  in  greater  detail  in  Notes E and F to the attached quarter ended
September 30, 2005 financial statements.


Since  inception, we have financed our operations primarily from the founder and
his  initial  and  ongoing  capital  investments  in  the company and internally
generated  funds.  For  the  three  months ended September 30, 2005 shareholders
equity was reported at $1,546,861.

The  company  has  been  able  to  pay its expenses and costs through profitable
operations.  The company needs to raise additional funds through the sale of its
common  stock  or borrowing in order to maintain existing operations, accelerate
growth  and  maintain  a  competitive edge against our competitors by increasing
R&D,  Sales  and  New product introductions. Our future liquidity will depend on
numerous  factors, including the extent to which our present and future products
gain  market  acceptance,  the  costs  of  sales,  marketing  and  manufacturing
activities,  the  cost,  timing and business management of current and potential
acquisitions  and  contingent liabilities associated with such acquisitions, and
the  extent  to  which products under development are successfully developed. If
necessary,  we may be required to raise additional capital in the future through
one  or  more  of  the  following:  (1)  sale  of equity or debt securities; (2)

<PAGE>

obtaining  new loans; or (3) sale of assets, products or marketing rights. There
is  no guarantee that additional capital will be available from these sources on
acceptable  terms,  if at all, and certain of these sources may require approval
by existing lenders.

Critical Accounting Policies
----------------------------

Our  discussion  and  analysis  of  our  financial  conditions  and  results  of
operations  are based upon our financial statements, which have been prepared in
accordance  with  generally accepted accounting principles in the United States.
The  preparation of financial statements requires managers to make estimates and
disclosures  on  the  date of the financial statements. On an on-going basis, we
evaluate  our estimates, including, but not limited to, those related to revenue
recognition.  We  use  authoritative  pronouncements,  historical experience and
other assumptions as the basis for making judgments. Actual results could differ
from those estimates. We believe that the following critical accounting policies
affect  our  more  significant judgments and estimates in the preparation of our
financial statements.

Revenue  recognition.  We  generate our revenue through the sale of products and
services.  Our  policy  is  to  recognize  revenue  when  the applicable revenue
recognition criteria have been met, which generally include the following:

-    Persuasive evidence of an arrangement exists;
-    Delivery has occurred or services have been rendered;
-    Price is fixed or determinable; and
-    Collectibility and Fund Collections is reasonably assured

Revenue  from  the sale of products is generally recognized after both the goods
are  shipped  to the customer and acceptance has been received, if required. Our
products  are  specialized  and  made  to order for our customers, who primarily
consist  of  original  equipment  manufacturers (OEMs). Our products are shipped
complete  and  ready  to  be  incorporated  into  higher level assemblies by our
customers.  The terms of the customer arrangements generally pass title and risk
of ownership to the customer at the time of shipment.

Recording  revenue  from  the  sale of products and services involves the use of
cost  accounting estimates and management judgment. We must make a determination
at  the  time  of  sale whether the customer has the ability to make payments in
accordance  with arrangements. While we do utilize past payment history, and, to
the  extent available for new customers, public credit information in making our
assessment,  the  determination  of whether collections is reasonably assured is
ultimately a judgment decision that must be made by management.

Allowance for Doubtful Accounts. We may possibly maintain specific allowance for
doubtful  accounts  receivable  based  on customer-specific allowances. Specific
allowances  are  maintained  for  customers  which are determined to have a high
degree of collection risk based on such factors, among others, as: (i) the aging
of the accounts receivable balance; (ii) the customer's past payment experience;
or  (iii)  a  deterioration  in the customer's financial condition, evidenced by
weak financial condition and/or continued poor operating results, reduced credit
ratings,  and/or  a  bankruptcy  filing.  A  considerable  amount of judgment is
required  in assessing the collection of accounts receivables. Should any of the
factors considered in determining the adequacy of the overall specific allowance
change,  an  adjustment to the provision for doubtful accounts receivable may be
necessary.

<PAGE>

Inventory.  Inventories  are  stated  at the lower of cost or market, cost being
determined on the first-in, first-out method. We review the carrying cost of our
inventories  by  product  each quarter to determine the adequacy of our reserves
for obsolescence. In accounting for inventories we must make estimates regarding
the  estimated net realizable value of our inventory. This estimate is based, in
part, on our forecasts of future sales and age of the inventory.

Additional Factors That May Affect Future Results
-------------------------------------------------

Future operating results may be impacted by a number of factors that could cause
actual  results  to  differ  materially  from those stated herein, which reflect
management's current expectations. These factors include:

     -    industry-specific  factors  (including  the  reliance  upon  growth of
          the  aerospace  and  defense  market  sectors, significant competition
          characterized  by rapid technological change, new product development,
          product obsolescence, and significant price erosion over the life of a
          product);

     -    our  ability  to  timely  develop  and  produce  commercially  viable
          products at competitive prices;

     -    our  ability  to  produce  products  which  meet the quality standards
          of both existing and potential new customers;

     -    our ability to accurately anticipate customer demand;

     -    the availability and cost of components and raw materials;

     -    the  impact  of  worldwide  economic  and  political conditions on our
          business; and

     -    the  ability  to  integrate  current  and  potential  future
          acquisitions into our existing operations.

We  believe  that,  to the extent that foreign sales are recognized, we may face
increased  risk  associated  with political and economic instability, compliance
with  foreign  regulatory rules governing export requirements, tariffs and other
trade  barriers,  differences  in  intellectual  property  protections,  longer
accounts  receivable  cycles,  currency  fluctuations  and  general  trade
restrictions.  If  any  of  these  risks materialize, they could have a material
adverse effect on our business, results of operations, and financial condition.

We  have  evaluated the credit exposure associated with conducting business with
foreign customers and have concluded that such risk is acceptable with great due
diligence.  Nevertheless,  any  significant  change  in  the  economy  or  a
deterioration  in  United  States  trade  relations or the economic or political
stability  of  foreign  markets  could  have  a  material  adverse effect on our
business, results of operations, and financial condition.

Sales  to  foreign  customers  are  invoiced  in  U.S.  dollars. Accordingly, we
currently  do  not engage in foreign currency hedging transactions. In addition,
should the relative value of the U.S. dollar in comparison to foreign currencies
increase,  the  resulting  increase  in  the  price  of  our products to foreign
customers  could  result  in decreased sales which could have a material adverse
impact on our business, results of operations, and financial condition.

We  experience significant price competition and expect price competition in the
sale  of  our  products  to  remain  intense.  We  cannot  assure  you  that our
competitors  will  not  develop  new  technologies  or  enhancements to existing

<PAGE>

products or introduce new products that will offer superior price or performance
features. We expect our competitors to offer new and existing products at prices
necessary  to  gain  or  retain  market  share.  Several of our competitors have
substantial  financial  resources,  which may enable them to withstand sustained
price  competition or a downturn in the pricing of their products in the future.
Substantially  all  of  our  competitors  have, and potential future competitors
could  have,  substantially greater technical, marketing, distribution and other
resources  than  we  do  and  have,  or could have, greater name recognition and
market acceptance of their products and technologies.

The markets in which we compete are characterized by rapidly changing technology
and continuous improvements in products and services. Our future success depends
on  our ability to enhance our current products and to develop and introduce, in
a  timely  manner,  new products that keep pace with technological developments,
that meet or exceed industry standards, that compete effectively on the basis of
price,  performance  and  quality,  that  adequately  address  OEM  customer,
distributor customer and end-user customer requirements, and that achieve market
acceptance.  We believe that to remain competitive in the future we will need to
continue to develop new technologies, plant, facilities and products, which will
require  the  investment  of  significant  financial resources. In the event our
newly  developed  products  are  not  timely  developed  or  do  not gain market
acceptance, our business, results of operations and financial condition could be
materially adversely affected.

                                SUBSEQUENT EVENTS
                                -----------------


SALE OF TELESIS TEST LAB DIVISION
---------------------------------
     On  October  21,  2005, we completed the sale of our Test Lab Division (the
"Test  Lab" or "Telesis Test Lab") to Celerity Test Labs, Inc. ("Celerity"), for
an  aggregate  of  $65,000,  of  which $30,000 was paid in the form of a $30,000
Promissory  Note  (the  "Test  Lab  Note"  which  was similar to the Global Note
incorporated  by  reference hereto as Exhibit 10.1, other than in respect to the
parties,  dates,  interest  rate and due dates of the Promissory Note). The sale
was  made  pursuant  to  a  Standard  Asset  Purchase  Contract.

     The Test Lab Note bears interest at the rate of seven percent (7%) per year
and  is  payable in sixty (60) equal monthly installments of $594.04, commencing
on November 21, 2005 and ending October 21, 2010. Pursuant to the Test Lab Note,
Celerity  is  in  default if such monthly payment is not received within fifteen
(15)  days  of  the due date, and upon default, the principal amount of the Test
Lab  Note  along  with  any  interest will bear interest at the rate of eighteen
percent  (18%)  per year, until the Test Lab Note is paid in full. Additionally,
pursuant to the Test Lab Note, if any payment due under the Test Lab Note is not
paid  within  ten  (10)  days  of  the  date it is due, a late fee equal to five
percent  (5%)  of  such  payment  will  be  due.

     The  payment  of  the  Test  Lab  Note  was secured by a Security Agreement
between  us  and  Celerity  (similar  to  the  Security  Agreement  with Global,
incorporated by reference hereto as Exhibit 10.4), whereby Celerity granted us a
security  interest  in  certain  collateral  including  all  of  the  equipment,
furniture and fixtures of Telesis Test Lab (the "Celerity Collateral") to secure
the  payment  of  the Test Lab Note. In the event that Celerity fails to pay any
amount  of  the Test Lab Note when due, or other events of default (as described
below  in  the Celerity Security Agreement) occur, we may retain, sell, lease or
otherwise dispose of any and/or all of the Collateral, along with other remedies
as  described  in  the  Security  Agreement. Celerity shall remain liable to the
Company  for  the  payment  of  any deficiency with interest at the highest rate
allowable  by law. Additionally, the payment of the Test Lab Note was personally
secured  by  Cynthia E. Berube, the President of Celerity pursuant to a Guaranty
Agreement.


<PAGE>


     In  connection  with the sale of the Test Lab, we and Celerity entered into
an  Indemnification  Agreement,  whereby we agreed to indemnify Celerity against
any  and all claims, liens, debts, taxes, fines, penalties, causes of action and
judgments  arising  in connection with Test Lab which may have occurred prior to
the October 21, 2005 closing and Celerity agreed to indemnify us against any and
all  claims,  liens,  debts,  taxes,  fines,  penalties,  causes  of  action and
judgments  arising in connection with Test Lab which may occur after the October
21,  2005  closing.

     Additionally,  in  connection  with the closing of the Test Lab, we entered
into  a  Covenant  Not  To  Compete  (similar  to  the  Covenant  Not to Compete
incorporated  by  reference  as  Exhibit 10.5 hereto, other than the parties and
dates involved), whereby we agreed not to directly or indirectly as an employee,
proprietor,  agent,  distributor,  stockholder,  partner,  officer,  director or
otherwise,  for  a  period of five (5) years after October 21, 2005, be employed
by, engaged in, acquire an ownership interest in, or render advice or assistance
to  any  business  worldwide  which  competes  directly  or  indirectly with the
business  being  conducted  by  Celerity. Additionally, we agreed not to solicit
customers  or  employees  from Celerity for a period of five years after October
21, 2005. Celerity's remedies in the event we breach the Covenant Not To Compete
includes the right to an injunction against our actions and to an accounting and
repayment  of  any  compensation  and  benefits realized in connection with such
violation.



DESCRIPTION  OF  TELESIS  TEST  LAB  DIVISION
---------------------------------------------

     Telesis Test Lab provided qualification, testing and validation services to
end  users  of electronic components, distributors and suppliers of electronics,
contract  manufacturers  and system integrators. Telesis Test Lab specialized in
the  pre-production  and  post-production  testing and validation of board level
components  and  provided  "one-stop"  service that allowed customers to improve
their time to market, reduce costs and control quality parameters.

     Included in the sale of the Test Lab was equipment and computers related to
the  Test  Lab.

     Revenues  from  the  Telesis  Test  Lab  division for the nine months ended
September  30, 2005, totaled $47,798 or 2.0% of total revenues of $2,426,758 for
the nine months ended September 30, 2005. The majority of our sales for the nine
months  ended  September  30,  2005  came  from  our  Aerospace  division.

     Our management believes that the sale of the Telesis Test Lab division will
allow  us  to  focus  on  our  core  Aerospace  and  Defense  business.

     In  connection with the sale of the Test Lab division, Celerity agreed that
it  would  not utilize the trade name of Telesis Test Lab after 90 days from the
date  of  closing.



TERMINATION  OF  OUR  REVOLVING  LINE  OF  CREDIT
-------------------------------------------------

     On  December  15,  2005  we  paid and satisfied in full a revolving line of
credit  or  promissory note (the "Revolving Line of Credit") that was originally
signed  on  November  20, 2003 with Republic Bank ("Republic"), thus terminating
the  agreement with Republic.  The Revolving Line of Credit had no expiration or
maturity date.  The amount we were able to borrow under the Line of Credit was $
50,000.00.  We  did  not  incur  any prepayment penalties with this transaction.


<PAGE>


SALE  OF  COMMERCIAL  PRODUCTS  DIVISION
----------------------------------------

     On  January  13,  2006  ("Closing"),we  completed  the  sale of our Telesis
Commercial Products Division ("CPD" or "Commercial Products Division," explained
below) to Global Technology Components, LLC, a Florida limited liability company
("Global"). The purchase was made pursuant to a Standard Asset Purchase Contract
and  the price paid by Global was $330,000, which amount was paid in the form of
a  promissory  note  in  the amount of $165,000 (the "Note"), with the remaining
amount  of  the  purchase  price  paid  in  cash  at  the  Closing.

     The  Note  bears interest at the rate of eight percent (8%) per year and is
payable  in  sixty  (60)  equal monthly installments of $3,345.61, commencing on
February  13,  2006 and ending on January 13, 2011. Pursuant to the Note, Global
is  in  default if such monthly payment is not received within fifteen (15) days
of  the  due date, and upon default, the principal amount of the Note along with
any  interest will bear interest at the rate of eighteen percent (18%) per year,
until  the  Note  is  paid  in  full. Additionally, pursuant to the Note, if any
payment  due  under  the Note is not paid within ten (10) days of the date it is
due,  a  late  fee  equal  to  five  percent  (5%)  of such payment will be due.

     The  payment of the Note was secured by a Security Agreement between us and
Global,  whereby  Global  granted  us  a security interest in certain collateral
including a computer monitor and computer belonging to Global (the "Collateral")
to  secure  the  payment  of the Note. In the event that Global fails to pay any
amount  of  the  Note  when due, or other events of default (as described in the
Security  Agreement)  occur,  we may retain, sell, lease or otherwise dispose of
any  and/or all of the Collateral, along with other remedies as described in the
Security Agreement. Global shall remain liable to the Company for the payment of
any deficiency with interest at the highest rate allowable by law. Additionally,
the payment of the Note was personally secured by David R. Kraft and Victoria L.
Kraft,  both  Managing  Members  of  Global  pursuant  to  a Guaranty Agreement.



     In  connection  with  the  sale  of  the CPD, we and Global entered into an
Indemnification Agreement, whereby we agreed to indemnify Global against any and
all  claims,  liens,  debts,  taxes,  fines,  penalties,  causes  of  action and
judgments  arising  in  connection with CPD which may have occurred prior to the
Closing  and  Global  agreed  to indemnify us against any and all claims, liens,
debts,  taxes,  fines,  penalties,  causes  of  action  and judgments arising in
connection  with  CPD  which  may  occur  after  the  Closing.

     Additionally,  in  connection  with the Closing, we entered into a Covenant
Not  To Compete, whereby we agreed not to directly or indirectly as an employee,
proprietor,  agent,  distributor,  stockholder,  partner,  officer,  director or
otherwise,  for  a  period of five (5) years after January 13, 2006, be employed
by, engaged in, acquire an ownership interest in, or render advice or assistance
to  any  business  worldwide  which  competes  directly  or  indirectly with the
business  being  conducted  by  Global.  Additionally,  we agreed not to solicit
customers  or employees from Global for a period of five years after January 13,
2006.  Global's  remedies  in  the  event  we breach the Covenant Not To Compete
include  the right to an injunction against our actions and to an accounting and
repayment  of  any  compensation  and  benefits realized in connection with such
violation.

     In  connection  with  the  sale of the CPD, Global agreed that it would not
utilize  the  trade  name  of Telesis Commercial Products Division after 90 days
from  the  date  of  Closing.


<PAGE>


DESCRIPTION  OF  COMMERCIAL  PRODUCTS  DIVISION
 -----------------------------------------------

     The  Commercial  Products  Division was one of three (3) divisions which we
operated.  The  other  two remaining divisions are Telesis Aerospace and Telesis
RF.  The  Commercial  Products  Division was formed to target the commercial and
industrial  market  segment  in  the  use of our products for telecom, computer,
medical,  automotive,  agriculture and commercial aviation. Our market focus was
to  concentrate on selling to the OEM (original equipment manufacturer) customer
base.  We  had  approximately  37  OEM  customers at the time of the sale of the
Commercial  Products  Division.

     Included  in  the  sale  of  the  CPD  were  our  customer lists, employees
(including  CPD  management  employees)  furniture and computers relating to the
CPD.

     For  the  nine  months  ended  September  30, 2005, the Commercial Products
Division  accounted for $430,369 or 17.7% of sales, which totaled $2,426,768 for
the nine months ended September 30, 2005, with the majority of our sales for the
nine  months  ended  September  30,  2005  coming  from  our Aerospace division.

     Our  management  believes that the sale of our Commercial Products Division
will  allow  us  to  focus  on  our  core  Aerospace  and  Defense  business.


ITEM 3.      CONTROLS AND PROCEDURES


(a)       Evaluation  of  disclosure  controls  and  procedures.  Our  Chief
          Executive  Officer  and  Chief Financial Officer, after evaluating the
          effectiveness  of our "disclosure controls and procedures" (as defined
          in  the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e))
          as  of the end of the period covered by our last Annual Report on Form
          10-KSB  and  up to and including the end of the period covered by this
          Quarterly  Report  on  Form  10-QSB  (the  "Evaluation  Date"),  have
          concluded  that as of the Evaluation Date, our disclosure controls and
          procedures  were  not  effective  to provide reasonable assurance that
          information  we  are  required  to disclose in reports that we file or
          submit  under  the Exchange Act is recorded, processed, summarized and
          reported  within  the  time  periods  specified  in the Securities and
          Exchange  Commission  rules  and  forms,  and that such information is
          accumulated  and  communicated  to our management, including our Chief
          Executive  Officer  and  Chief  Financial  Officer, as appropriate, to
          allow timely decisions regarding required disclosure.

          Subsequent  to  issuing  the  financial  statements  for the six month
          period  ended  June  30,  2005, the Company discovered an error in the
          computation of its income from operations, due to the recording of the
          gain  on the sale of one of the Company's warehouse facilities treated
          as  other  income. As a result, the Company has restated its financial
          statements  and  financial information for the nine month period ended
          September  30,  2005.  The  effect of the change was to increase gross
          income from operations by $41,751, and to decrease net other income by
          $41,751 for the nine month period ended September 30, 2005.

          The  Company  also  reported  a  change  in  the  method  of  revenue
          recognition  for  government customers. Instead of recognizing revenue
          upon  shipment,  the  Company  has  changed  its  policy  to  revenue
          recognition upon customer acceptance, usually three to five days after
          receipt.  This  change  did  not result in a change in revenues, since
          there were no shipments to governmental customers during the last week
          of the nine month period ended September 30, 2005.



     (b)  Changes  in  internal  control  over  financial  reporting. Subsequent
          to  our  discovery  of the errors in our financial reporting disclosed
          above  under Item (a), we made certain changes to our internal control
          over  financial reporting including retaining a CFO with experience in
          SEC reporting to help provide us with answers regarding the timing and
          required  disclosures  of  our  transactions  moving forward, which we
          believe will allow us to provide

<PAGE>

          reasonable  assurance  that information we are required to disclose in
          reports  that  we  file  or submit under the Exchange Act is recorded,
          processed,  summarized  and reported within the time periods specified
          in  the  Securities  and Exchange Commission rules and forms, and that
          such  information  is  accumulated and communicated to our management,
          including  our Chief Executive Officer and Chief Financial Officer, as
          appropriate,  to allow timely decisions regarding required disclosure,
          in  the  future.  As  such, we believe that the errors described above
          will  be  only a one time event and have added Shefali Vibhakar as our
          Chief  Financial  Officer,  effective  September  1,  2005,  since the
          discovery  of  the  errors,  who  has  over ten years of experience in
          accounting  and finance. We believe that the addition of Mrs. Vibhakar
          will  help  our  disclosure  controls  and procedures be effective and
          provide  reasonable  assurance  that  information  we  are required to
          disclose  in  reports that we file or submit under the Exchange Act is
          recorded,  processed,  summarized and reported within the time periods
          specified in the Securities and Exchange Commission rules and forms.





















                          PART II     OTHER INFORMATION


ITEM 1.     LEGAL PROCEEDINGS

To  the  knowledge  of Telesis Technology Corporation's executive management and
directors,  the  company  is not party to any legal proceeding or litigation and
none  of  its  property  is  the  subject  of a pending legal proceeding and the
executive  officers  and  directors  know of no other threatened or contemplated
legal  proceedings  or  litigation.  To  the  company's  knowledge, there are no
lawsuits  nor were any lawsuits commenced against the company during the quarter
ended  September  30, 2005, nor did the company commence any lawsuits during the
same period.

ITEM 2.     CHANGES IN SECURITIES AND USE OF PROCEEDS

Not Applicable.

ITEM 3.     DEFAULTS UPON SENIOR SECURITIES

Not Applicable.

<PAGE>

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

No matters were put forward to a vote of the security holders of the Company
this quarter.

ITEM 5.     OTHER INFORMATION

Not Applicable.

ITEM 6.

EXHIBITS AND REPORTS

All Exhibits or Form 8-K filed in the third quarter ended September 30, 2005 are
incorporated herein by reference.

Exhibits


      10.1*     Promissory Note of Global Technology Components, LLC

      10.2*     Indemnification Agreement with Global Technology Components, LLC

      10.3*     Guaranty Agreement with David R. Kraft & Victoria L. Kraft

      10.4*     Security Agreement with Global Technology Components, LLC

      10.5*     Covenant Not To Compete with Global Technology Components, LLC



      31.1      Certification of Chief Executive Officer Pursuant to 302 of the
                Sarbanes-Oxley Act of 2002.
      31.2      Certification of Chief Financial Officer Pursuant to 302 of the
                Sarbanes-Oxley Act of 2002.
      32.1      Certification of Chief Executive Officer Pursuant to 906 of the
                Sarbanes-Oxley Act of 2002.
      32.2      Certification of Chief Financial Officer Pursuant to 906 of the
                Sarbanes-Oxley Act of 2002.


* Filed as Exhibits to our Form 8-K filed with the Commission on January 25,
2006, and incorporated herein by reference.




The Company filed the following Reports on Form 8-K during the quarter ended
September 30, 2005:

     (1)  August  29,  2005  -  Reporting that the Company filed a press release
     announcing  Telesis  Technology  Corp  Reports  Record  Second  Quarter and
     Three-Month Results for 2005.

     (2)  August  31,  2005  -  Reporting that the Company filed a press release
     announcing the departure and appointment of new CFO.

<PAGE>

     (3)  September  1,  2005  -  Reporting  that  the  Company  filed  a  press
     release  announcing  Telesis  Technology  Corporation  Receives  New Orders
     Totaling in Excess of $ 601,000.00

     (4)  September  14,  2005  -  Reporting  that  the  Company  filed  a press
     release  announcing Telesis Technology Corporation Exploring American Stock
     Exchange Listing.

                               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.

                                    Telesis Technology Corporation



Date:     April  28, 2006.
                                   /s/ Hasit Vibhakar
                                       --------------------------------------
                                       Hasit Vibhakar
                                       Chairman of the Board, President,
                                       Chief Executive Officer, Secretary and
                                       Treasurer

<PAGE>