U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                   FORM 10-QSB

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

FOR  THE  QUARTERLY  PERIOD  ENDED  MARCH  31,  2006

                                       OR

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
    ACT  OF 1934 FOR THE TRANSITION PERIOD FROM ______________ TO ______________


                         COMMISSION FILE NUMBER: 0-20259


                              SEAMLESS WI-FI, INC.
            --------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                                     Nevada
                                     ------
         (State or other jurisdiction of incorporation of organization)

                                   33-0845463
                                   ----------
                      (I.R.S. Employer Identification No.)

        800 No. Rainbow Blvd. Parkway, Suite 200 Las Vegas, Nevada 89109
        ----------------------------------------------------------------
                     (Address of principal executive offices)

                                 (775) 588-2387
                                 --------------
                           (Issuer's telephone number)

                      f/k/a ALPHA WIRELESS BROADBAND, INC
                    ---------------------------------------
    (Former name, former address and former fiscal year, if changed since last
                                     report)

Check  mark 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) 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
equity,  as of the latest practicable date: As of March 31, 2006, the Issuer had
187,027,154  shares  of  common  stock  issued  and  outstanding.

Transitional  Small Business Disclosure Format (Check one):  Yes [  ]   No [  ]


<PAGE>

                                TABLE OF CONTENTS

PART  I  -  CONDENSED  CONSOLIDATED  FINANCIAL  INFORMATION

ITEM  1.  CONDENSED  CONSOLIDATED  FINANCIAL  STATEMENTS

CONDENSED  CONSOLIDATED  BALANCE  SHEETS  AS  OF  DECEMBER  31,  2005.

CONDENSED  CONSOLIDATED  STATEMENTS  OF OPERATION FOR THE THREE AND NINE  MONTHS
ENDED  MARCH  31,  2006  AND  2005

CONDENSED  CONSOLIDATED  STATEMENTS  OF CASH FLOW FOR THE THREE AND NINE  MONTHS
ENDED  MARCH  31,  2006  AND  2005

NOTES  TO  CONDENSED  CONSOLIDATED  FINANCIAL  STATEMENTS

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

ITEM  3.  CONTROLS  AND  PROCEDURES


PART  II  -  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

ITEM  2.  CHANGES  IN  SECURITIES

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  ON  FORM  8-K

SIGNATURES


<PAGE>

PART  I  -  FINANCIAL  INFORMATION

ITEM  1.  FINANCIAL  STATEMENTS

The  consolidated  financial  statements of Seamless Wi-Fi, Inc.     f/k/a Alpha
Wireless  Broadband,  Inc.  and  subsidiaries  (collectively,  the  "Company"),
included  herein were prepared, without audit, pursuant to rules and regulations
of  the  Securities  and  Exchange  Commission.  Because certain information and
notes  normally  included  in  financial  statements prepared in accordance with
accounting  principles  generally  accepted in the United States of America were
condensed  or  omitted  pursuant  to such rules and regulations, these financial
statements should be read in conjunction with the financial statements and notes
thereto  included in the audited financial statements of the Company as included
in  the  Company's  Form  10-KSB  for  the  year  ended  June  30,  2005.


<PAGE>

<TABLE>
<CAPTION>

                       SEAMLESS WI-FI, INC.
               F/K/A ALPHA WIRELESS BROADBAND, INC
                    CONSOLIDATED BALANCE SHEETS
                           (UNAUDITED)


ASSETS                                            MARCH  31, 2006
------                                           -----------------
<S>                                              <C>

CURRENT ASSETS:
---------------
CASH. . . . . . . . . . . . . . . . . . . . . .  $        184,504
                                                 -----------------
       TOTAL CURRENT ASSETS . . . . . . . . . .           184,504
PROPERTY AND EQUIPMENT, NET (NOTE 2). . . . . .            53,174
TECHNOLOGY. . . . . . . . . . . . . . . . . . .           516,000
INVESTMENTS  (NOTE 2) . . . . . . . . . . . . .         1,075,088
OTHER RECEIVABLE  (NOTE 3). . . . . . . . . . .           817,750
RESTRICTED CASH (NOTE 11) . . . . . . . . . . .            75,000
SECURITY DEPOSIT. . . . . . . . . . . . . . . .             6,600
                                                 -----------------

      TOTAL ASSETS. . . . . . . . . . . . . . .  $      2,728,116
                                                 -----------------
LIABILITIES AND STOCKHOLDERS' (DEFICIT)
CURRENT LIABILITIES:
--------------------

ACCOUNTS PAYABLE. . . . . . . . . . . . . . . .  $        917,203
PAYROLL TAXES . . . . . . . . . . . . . . . . .           654,511
JUDGMENTS PAYABLE . . . . . . . . . . . . . . .           353,530
OTHER CURRENT LIABILITIES (NOTE 6). . . . . . .           790,510
PAYABLE TO OFFICER. . . . . . . . . . . . . . .            56,316
INVESTMENT PAYABLE. . . . . . . . . . . . . . .           425,000
NOTE PAYABLE RELATED PARTY. . . . . . . . . . .            27,468
NOTE PAYABLE (NOTE 4) . . . . . . . . . . . . .            66,833
                                                 -----------------
TOTAL CURRENT LIABILITIES . . . . . . . . . . .         3,291,371
                                                 -----------------
LONG TERM DEBT. . . . . . . . . . . . . . . . .         1,626,313
                                                 -----------------
MINORITY INTEREST . . . . . . . . . . . . . . .                 -

      TOTAL  LIABILITIES. . . . . . . . . . . .         4,917,684
                                                 -----------------
STOCKHOLDERS' (DEFICIT): (NOTE 8 )
----------------------------------
PREFERRED A  STOCK, PAR VALUE $.001
AUTHORIZED 5,000,000  ISSUED   961,331. . . . .               961
PREFERRED B STOCK PAR VALUE $.001
AUTHORIZED 3,000,000 0 SHARES ISSUED
PREFERRED C  STOCK, PAR VALUE $1.00
AUTHORIZED 2,000,000  ISSUED  400,000 . . . . .           300,000
COMMON STOCK, PAR VALUE $.001
AUTHORIZED 11,000,000,000 ISSUED   187,027,154.           187,026
ADDITIONAL PAID IN CAPITAL. . . . . . . . . . .        17,675,993
ACCUMULATED DEFICIT . . . . . . . . . . . . . .       (20,253,548)
                                                 -----------------
       TOTAL STOCKHOLDERS' (DEFICIT). . . . . .        (2,089,568)
LESS TREASURY STOCK AT COST . . . . . . . . . .           100,000
                                                 -----------------
     ADJUSTED STOCK HOLDER'S EQUITY (DEFICIT) .        (2,189,568)
                                                 -----------------

      TOTAL  LIABILITIES & STOCKHOLDERS EQUITY.  $      2,728,116
                                                 -----------------
</TABLE>

THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


<PAGE>

<TABLE>
<CAPTION>

                                       SEAMLESS  WI-FI, INC.
                               F/K/A  ALPHA  WIRELESS  BROADBAND,  INC
                                CONSOLIDATED STATEMENTS OF OPERATIONS
                                             (UNAUDITED)

                                                 3 MONTHS ENDED                9 MONTHS ENDED
                                           MARCH 31,       MARCH 31,       MARCH 31,     MARCH 31,
                                             2006            2005            2006           2005
<S>                                      <C>            <C>              <C>            <C>
REVENUES. . . . . . . . . . . . . . . .  $      8,581   $          601   $     18,535   $       845
                                         -------------  ---------------  -------------  ------------
COST AND EXPENSES:
   COST OF REVENUES . . . . . . . . . .        51,340           13,819         85,783        20,498
    SOFTWARE DEVELOPMENT COSTS. . . . .       140,452                -      1,641,022             -
    FINANCING FEES. . . . . . . . . . .       212,500                -        212,500             -
   SELLING, GENERAL AND ADMIN.. . . . .       141,124          105,779        437,761     1,148,504
   CONSULTING . . . . . . . . . . . . .        70,024          247,836        844,413       410,405
    LEGAL FEES. . . . . . . . . . . . .       114,283           15,000        221,254       210,864
    OFFICER PAYROLL . . . . . . . . . .       119,280           60,000        410,730       180,000
     WRITE DOWN OF INVESTMENTS. . . . .       270,384          450,625        270,384       450,625
    DEPRECIATION AND AMORTIZATION . . .         3,969           25,137          5,796        75,411
                                         -------------  ---------------  -------------  ------------
     TOTAL COSTS AND EXPENSES . . . . .     1,123,356          918,196      4,129,643     2,496,307
                                         -------------  ---------------  -------------  ------------

NET INCOME (LOSS) FROM OPERATIONS . . .    (1,114,775)      (  917,595)    (4,111,108)   (2,495,462)

OTHER INCOME (EXPENSE)
    CANCELLATION OF INDEBTNESS. . . . .        58,827                -        649,080             -
    GAIN ON DISPOSAL OF EQUIPMENT . . .             -                -          3,284             -
     OTHER INCOME/(EXPENSE) . . . . . .       (30,239)               -            147             -
     INTEREST EXPENSE . . . . . . . . .       (60,803)         131,351     (1,272,348)      403,553
                                         -------------  ---------------  -------------  ------------

NET INCOME (LOSS)  LOSS FROM OPEATIONS.    (1,150,274)   (   1,048,946)    (4,730,945)   (2,899,015)
                                         -------------  ---------------  -------------  ------------

OTHER INCOME. . . . . . . . . . . . . .             -           36,543              -        38,778
                                         -------------  ---------------  -------------  ------------

INCOME (LOSS) BEFORE INCOME TAXES . . .    (1,150,274)      (1,012,403)    (4,730,945)   (2,860,237)
                                         -------------                   -------------
PROVISION FOR INCOME TAXES. . . . . . .             -                -              -             -
INCOME TAXES (BENEFIT). . . . . . . . .             0                0              0             0
                                         -------------  ---------------  -------------  ------------

LOSS BEFORE MINORITY INTEREST . . . . .    (1,150,274)      (1,012,403)    (4,730,945)   (2,860,237)
                                         -------------                   -------------

MINORITY INTEREST . . . . . . . . . . .             0                0              0             0
                                         -------------  ---------------  -------------  ------------

NET INCOME (LOSS) . . . . . . . . . . .    (1,150,274)   (   1,012,403)    (4,730,945)   (2,860,237)
                                         -------------  ---------------  -------------  ------------

BASIC AND DILUTED LOSS PER
 COMMON SHARE . . . . . . . . . . . . .         ($.01)          ($1.24)         ($.05)       ($3.42)

WEIGHTED AVERAGE NUMBER OF
 COMMON SHARES OUTSTANDING. . . . . . .   152,241,589          846,947    102,831,999       846,947
</TABLE>

THE  ACCOMPANYING  NOTES  ARE  AN  INTEGRAL  PART  OF THESE FINANCIAL STATEMENTS


<PAGE>

<TABLE>
<CAPTION>

                                     SEAMLESS WI-FI, INC.
                             F/K/A ALPHA WIRELESS BROADBAND, INC
                            CONSOLIDATED STATEMENTS OF CASH FLOWS
                                         (UNAUDITED)

                                                                       NINE MONTHS ENDED
                                                                          MARCH 31,
                                                                      2006          2005
                                                                  ------------  ------------
<S>                                                               <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES

     Net loss from continuing operations                          $(4,730,945)  $(2,860,237)
     Adjustments to reconcile net loss to net cash
       used in operating activities:
         Depreciation and amortization . . . . . . . . . . . . .       17,724        75,411
         Issuance of common stock for services . . . . . . . . .      775,036     1,460,309
         Issuance of common stock for payment of financing costs      984,000             -
        Write down of intangible assets. . . . . . . . . . . . .    1,500,570       463,500
        Write-down of investments. . . . . . . . . . . . . . . .      270,384
         Cancellation of indebtedness. . . . . . . . . . . . . .     (649,080)            -
        Financing Cost . . . . . . . . . . . . . . . . . . . . .      212,500             -
         Changes in operating assets and liabilities
           Other current liabilities . . . . . . . . . . . . . .     (353,432)      108,094
           Accounts payable. . . . . . . . . . . . . . . . . . .      121,617       164,118
           Payroll taxes payable . . . . . . . . . . . . . . . .       (7,759)            -
           Judgments payable . . . . . . . . . . . . . . . . . .     (290,589)      112,239
                                                                  ------------  ------------
             NET CASH USED IN OPERATING ACTIVITIES . . . . . . .   (2,149,974)     (476,566)
   CASH FLOWS FROM INVESTING ACTIVITIES
     Purchase of intangible assets . . . . . . . . . . . . . . .            -      (137,939)
    Technology . . . . . . . . . . . . . . . . . . . . . . . . .      (91,000)
     Proprietary Software. . . . . . . . . . . . . . . . . . . .      (85,000)            -
    Investment . . . . . . . . . . . . . . . . . . . . . . . . .            -       (39,564)
     Advances to related party . . . . . . . . . . . . . . . . .     (132,099)            -
     Purchase of equipment . . . . . . . . . . . . . . . . . . .      (70,898)            -
                                                                  ------------  ------------
           NET CASH PROVIDED BY INVESTING ACTIVITIES . . . . . .     (378,997)     (177,503)
                                                                  ------------
   CASH FLOWS FROM FINANCING ACTIVITIES
     Net increase/decrease in credit lines . . . . . . . . . . .            -       532,337
     Payment of Credit Line. . . . . . . . . . . . . . . . . . .     (381,000)
     Sale of Common Stock. . . . . . . . . . . . . . . . . . . .      381,000
     Increase in long term debt. . . . . . . . . . . . . . . . .    2,877,471             -
     Repayment of notes payable. . . . . . . . . . . . . . . . .      (79,500)            -
     Repayment of advances from officer. . . . . . . . . . . . .       (8,952)      165,228
     Repayment of related party advances . . . . . . . . . . . .      (75,814)      (33,800)
                                                                  ------------  ------------
           NET CASH PROVIDED BY FINANCING ACTIVITIES . . . . . .    2,713,205       663,765
                                                                  ------------
   NET INCREASE (DECREASE) IN CASH . . . . . . . . . . . . . . .      184,234         9,696
   CASH, BEGINNING OF PERIOD . . . . . . . . . . . . . . . . . .          270         5,469
                                                                  ------------  ------------
   CASH, END OF PERIOD . . . . . . . . . . . . . . . . . . . . .  $   184,504   $    15,165
                                                                  ============  ============
</TABLE>

    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


<PAGE>

<TABLE>
<CAPTION>

                               SEAMLESS  WI-FI,  INC.
                      F/K/A  ALPHA  WIRELESS  BROADBAND,  INC.
                       SUPPLEMENTAL DISCLOSURES OF CASH FLOWS
                                    (UNAUDITED)

                                                 NINE MONTHS ENDED
                                                    MARCH 31,

                                                                2006        2005
                                                             ----------  ----------
<S>                                                          <C>         <C>
  SUPPLEMENTAL CASH FLOW DISCLOSURE
    Interest paid . . . . . . . . . . . . . . . . . . . . .  $        -  $        -
    Income taxes paid . . . . . . . . . . . . . . . . . . .  $        -  $        -

  NONCASH INVESTING AND FINANCING ACTIVITIES
    Common stock issued for services. . . . . . . . . . . .  $  775,036  $  786,830
    Common stock issued for officer's compensation. . . . .              $  180,000
    Common stock issued for payment of financing costs. . .  $  984,000           -

    Common stock issued for conversion of preferred A stock
      and debt cancellation . . . . . . . . . . . . . . . .  $4,096,547  $        -
    Common stock issued for conversion of preferred C stock  $  400,000  $        -
    Common stock issued for acquisition of assets . . . . .           -   1,123,300
    Common stock issued for investment. . . . . . . . . . .  $        -  $   110,00
    Subsidiary common stock issued for investment . . . . .           -     266,500

</TABLE>
    THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THESE FINANCIAL STATEMENTS


<PAGE>

                               SEAMLESS WI-FI, INC.
                      f/k/a ALPHA WIRELESS BROADBAND, INC.
                    NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

Note  1:  Organization  and  Operations

     The  Company, through its wholly owned subsidiary Seamless Wi-Fi, Inc., has
36  Wi-Fi  locations.  Seamless  Skyy-Fi,  Inc.  has installed wireless Internet
access  equipment  at  businesses allowing their patron's access to the Internet
for  a  fee  or  free  basis.

     In  January  2005, the Company acquired the assets of Seamless P2P, LLC and
contributed  these  assets  to  its  80% owned subsidiary Seamless Peer to Peer,
Inc.,  which  is  a  developer and provider of a patent pending software program
Phenom  Encryption  Software  that encrypts Wi-Fi transmissions based upon RSA's
government  certified  256  bit  AES  encryption  coupled  with RSA's Public Key
Infrastructure  flexible  telecom  data  and  voice  transport  solutions.

     In  May  2005,  the  Company  changed  its name to Seamless Wi-Fi, Inc. and
changed  Skyy-Fi,  Inc.,  to  Seamless  Skyy-Fi,  Inc.

     In  December  2005, the Company started a hosting company Seamless Internet
(formally  known  as  Alpha  Internet) offering Seamless clients a high-security
hosting  facility.

     The  Company  has  three  offices  in  Nevada  and  excluding  Officers and
Directors  uses  the  services  of  10  independent  contractors.

Principles  of  Consolidation

     The financial statements include the accounts of the Company and its wholly
owned  subsidiaries  and majority-owned subsidiary. All significant intercompany
accounts  and  transactions  have  been  eliminated  in  consolidation.

Proprietary  Software  in  Development

     In  accordance  with  SFAS  No.  86,  accounting  for  the Cost of Computer
Software  to  be  Sold,  Leased,  or Otherwise Marketed Software ("FAS 86"), the
Company  has  capitalized  certain  computer software development costs upon the
establishment  of  technological  feasibility.  Technological  feasibility  is
considered  to  have occurred upon completion of a detailed program design which
has been confirmed by documenting and tracing the detailed program design is not
pursued,  upon  completion of a working model that has been confirmed by testing
to  be consistent with the product design. Amortization is provided based on the
greater  of  the  ratios  that  current gross revenues for a product bear to the
total  of  current  and  anticipated future gross revenues for that product. The
estimated  useful  life  for the straight-line method is determined to be 2 to 5
years.

     The  unamortized  computer software and computer software development costs
were  $1,570,000  at  September  30, 2005. During the quarter ended December 31,
2005  the  computer  software  development  team failed to deliver the completed
software program as per agreement. The unamortized development cost was expensed
and on January 2006, a new computer software development team was contracted and
the  costs  related to the development will be expensed until the development of
the  computer  software  program  is  completed.

Interim  Financial  Information

     The  accompanying  unaudited  financial  statements of Seamless Wi-Fi, Inc.
f/k/a  Alpha  Wireless  Broadband,  Inc.  have  been prepared in accordance with
United  States  generally  accepted  accounting principles for interim financial
information.  In  our  opinion,  all  adjustments  (consisting  solely of normal
recurring  accruals)  considered  necessary  for  a  fair presentation have been
included.  Readers  of  these  financial statements should note that the interim
results  for the three month and nine month periods ended March 31, 2006 are not
necessarily  indicative  of the results that may be expected for the fiscal year
ending  June  30, 2006. These unaudited consolidated financial statements should
be  read  in  conjunction with the audited consolidated financial statements and
footnotes  thereto  included  in  the Company's Form 10-KSB/A for the year ended
June  30,  2005,  as  filed  with  the  Securities  and  Exchange  Commission.


<PAGE>

Note  2:  Certain  Financial  Statement  Information  as  of  March  31,  2005

<TABLE>
<CAPTION>
<S>                              <C>
Investments at cost
    Carbon Jungle . . . . . . .  $             75,000
  DCM Enterprises . . . . . . .                    88
  1st Global Financial. . . . .             1,000,000
                                 --------------------
    Total long term investments  $          1,075,088
                                 ====================

  Other Receivables
  Accepted sales (a wholly
   owned subsidiary of 1st
   Global . . . . . . . . . . .  $            134,010
  Carbon Jungle . . . . . . . .                35,392
  DK Corp.. . . . . . . . . . .                98,160
  DLR Funding . . . . . . . . .                75,099
  1st Global Financial. . . . .               475,089
                                 --------------------
    Total other receivables . .  $            817,750
                                 ====================
</TABLE>

Note  3:  Note  Payable

     During the quarter ended March 31, 2006, the Company made a $2,000,000 loan
agreement  with  Ayuda  Funding LLC of which 16,000 of Series A preferred shares
are  held  as collateral. This note was in default which allowed the note holder
to  convert  the  preferred  stock  to common stock. Proceeds from the converted
stock  paid  off  some  of the notes. Interest on the unpaid principal amount is
6.5%  per  annum  which  will  be computed on the basis of 360-day year, due and
payable  quarterly  starting  June  16,  2006.  The principal payment is due and
payable  on  June  16,  2009.

     During  the  quarter  ended December 31, 2005 the remaining notes that were
payable  to  Windsor Professional Plaza LLC, were assigned to Ayuda Funding LLC.
These  notes  are  secured  by Series A convertible preferred stock, (See Note 8
Preferred  Stock).  These  notes  allow the note holder to convert the preferred
stock  to common stock to pay off the note and interest due in case of a default
in  the  quarterly  interest  payments  for  the  loan. See Note 7 Related Party
Transaction.

     As  of  the  quarter  ended December 31, 2005, the Company made an offer to
settle the debt of $66,833 with Blue Bear Funding, which is currently in Chapter
11  Bankruptcy. As of this filing the Company has not received a response to its
offer.

     During  the  quarter  ended  September  30,  2005  several notes payable to
Windsor  Professional  Plaza  LLC,  were  paid  in full and or assigned to Ayuda
Funding  LLC.  These notes were secured by Series A convertible preferred stock,
(See  Note  8-Preferred  Stock).  These  notes  were  in default which per legal
counsel,  which allowed the note holder to convert the preferred stock to common
stock.  Proceeds from the converted stock paid off some of the notes. See Note 7
Related  Party  Transaction.

Note  4:  Going  Concern

      The  accompanying  financial  statements  have been prepared in conformity
with generally accepted accounting principles, which contemplate continuation of
the  company as a going concern. The Company has experienced significant losses,
as  of  the  third  quarter  ended March 31, 2006 for fiscal year ended June 30,
2006.  The  current  assets are less then current liabilities by $ 3,106,867 and
the  Company  incurred  a  net  loss  of  $4,460,561.

     Management  believes  that if it was to lose its current funding source and
if an alternative funding source were not obtained the Company would not be able
to  maintain  its  current  operating  level  for  the  next  twelve  months.

Note  5:  Other  Current  Liabilities

Other  current  liabilities  consist  of  the  following:

     Credit  cards  payable                    $  330,850  (1)
     Payable  to  Integrated  Communication       201,165  (2)
     Various  liabilities  assumed  from
     Alpha  Tooling  acquisition                  258,495
                                               ----------
                                               $  790,510
                                               ==========
(1)     Payments  in  varying  amounts  are due monthly with interest at 18% per
        annum.
(2)     Results  from  contract  cancellation.


<PAGE>

Note  6:  Related  Party  Transactions

     During the quarter ended of December 31, 2005 of fiscal year ended June 30,
2006 the Company purchased two judgments from Adobe Oil. These judgments totaled
$773,145  of which one was in the amount of $134,052 in favor of Community Bank.
Adobe  Oil received cash and stock as payment in full for the judgments. Russell
Singer  is  the  Principal  shareholder  of  Adobe  Oil.

     During  the quarter ended December 31, 2005 a loan for $300,000 was made to
the  Company by Russell Singer (owner of Adobe Oil) which was secured by 269,230
shares  of  GNVN  stock as collateral. The Company defaulted on the loan and the
lender  perfected  ownership  of  the  collateral  stock.

     During  the quarter ended December 31, 2005 Adobe Oil acquired $200,000, of
Preferred  C  stock  from  Seamless  P2P  LLC.

     During the first quarter ended September 30, 2005 of fiscal year ended June
30,  2006  Windsor  Professional  Plaza  LLC  converted 6,575 shares of Series A
preferred  stock  into 65,750,000 shares of Common stock and the loan to Windsor
was  paid,  (See  Note  4  Note  Payable).

     As  of  September  30, 2005 the Company appointed Financial Services LLC as
the  Trust  Protector  for the Creditor Trust. The Trust is currently managed by
Mildred  Carroll  who  is  also the Trustee and is also the Company's Secretary.
During  the  first  quarter  ended  September  30,  2005,  the Company created a
Creditor  Trust  and  appointed  KFG LLC as Trust Protector which was managed by
David  Karst  as the Trustee for the Creditor Trust - See Note 9 Creditor Trust.

Creditor  Trust

Subsequent  to  June  30,  2004,  Skyy-Fi  entered into a factoring and Security
Agreement  with 1st American Factoring a/k/a Blue Bear Funding, a sister Company
of  Financial  Services  LLC.

The  Company has entered into various transactions with entities affiliated with
its  President  as  follows:

The  President  of  the Company is also the CEO and Director of DCM Enterprises,
Inc.  See  Note  7  Stockholder's  Equity  for  details.

The President of the Company is an officer of 1st Global Financial. During 2004,
the  Company  acquired  marketing  rights from 1st Global Financial for cash and
stock  consideration  valued  at  $515,000. The balances of the Marketing rights
were  written  off in the third quarter of fiscal 2005. See Note 8 Stockholder's
Equity  for  details.

During 2004 the Company issued 13,000 common shares to children of its president
for  consulting  services  rendered.

Note  7:  Stockholder's  Equity

Issuance  of  Common  Stock  and  Preferred  Stock

     The  Board of Directors  of the Corporation may from time to time authorize
by  resolution  the  issuance  of  any or all shares of the Common Stock and the
Preferred  Stock  herein  authorized in accordance with the terms and conditions
set forth in the Articles of Incorporation for such purposes, in such amounts to
such  persons, corporations, or entities, for such consideration and in the case
of  the Preferred Stock, in one or more series, all as the Board of Directors in
its  discretion  may  determine  and  without  any  vote or either action by the
stockholders,  except as otherwise required by law. The Board of Directors, from
time  to  time  also  may  authorize  by resolution, options, warrants and other
rights  convertible  into  Common or Preferred stock (collectively "securities".
The  securities must be issued for such consideration, including cash, property,
or  services,  as  the  Board  of Directors may deem appropriate, subject to the
requirement  that  the value of such consideration be less than the par value of
the  shares  issued. Any shares issued for which the consideration so fixed paid
or  delivered  shall be fully paid stock and the holder of such shares shall not
be liable for any further call assessment or any other payment thereon, provided
that  the  actual  value of such consideration is not less than the par value of
the  shares  so  issued. The Board of Directors may issue shares Common Stock in
the  form  of  a  distribution  or distributions pursuant to a stock dividend or
split-up  of  the  shares  of  the  Common  Stock  only  to  ten  holders of the
outstanding  shares  of  the  Common  stock.


<PAGE>

Common Stock

During the third quarter ended March 31, 2006 of fiscal year ended June 30, 2006
--------------------------------------------------------------------------------

Ayuda  Funding  LLC  converted  6,575  shares  of  Series A preferred stock were
converted  into  66,330,520  shares of common stock and payback Ayuda Funding in
the  amount  of  $617,575.

Adobe  Oil acquired 200,000 of Series C preferred stock from Seamless P2P valued
at  $200,000  of which 100,000 shares of Series C preferred stock were converted
into  2,032,000  shares of common stock.

During  the second quarter ended December 31, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006
----

800,000  shares of common stock were issued for services and expensed at $32,000
for  consulting  on  public  relations.

112,500  shares  of common stock were issued for services and expensed at $4,500
for  marketing.

670,000  shares of common stock were issued for services and expensed at $33,500
for  consulting  on  mergers  and  acquisitions.

Ayuda  Funding  LLC  converted  2,280  shares  Series  A  preferred  stock  into
22,800,000  shares  of common stock, valued at $1,390,720, of which $773,145 was
used  to  pay  judgments  and  $617,575  constitutes  a  loan  to  the  Company.

200,000  shares  of  Series  C  preferred stock were converted by Adobe Oil into
3,622,537  shares  of common stock valued at $200,000, who acquired those shares
from  Seamless  P2P  LLC as per asset purchase agreement dated January 2005. See
Note  6  Related  Party  Transactions.

During  the first quarter ended September 30, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006
----

140,000  shares  of  common  stock  were  issued for advertising and expensed at
$6,622.

300,000  shares  of  common  stock  were  issued  for  marketing and expensed at
$14,190.

Windsor  Professional  Plaza  LLC  converted  6,575 shares of preferred Series A
stock  into  65,750,000  shares  of  common  stock of which 10,000,000 shares of
common  stock  were  issued  for  consulting  and  expensed  at  $473,000.

Preferred  Stock

During the third quarter ended March 31, 2006 of fiscal year ended June 30, 2006
--------------------------------------------------------------------------------

Ayuda  Funding  LLC  converted  6,575  shares  of  Series A preferred stock were
converted  into  66,330,520  shares of common stock and payback Ayuda Funding in
the  amount  of  $617,575.

Adobe  Oil acquired 200,000 of Series C preferred stock from Seamless P2P valued
at  $200,000  of which 100,000 shares of Series C preferred stock were converted
into  2,032,000  shares  of  common  stock

During  the second quarter ended December 31, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006
----

Ayuda  Funding  LLC  converted  2,280  shares  Series  A  Preferred  stock  into
22,800,000  shares  of  common  stock.

200,000  shares  of  Series  C  preferred  stock  were  converted Adobe Oil into
3,622,537  shares  of common stock valued at $200,000, who acquired those shares
from  Seamless  P2P  LLC as per asset purchase agreement dated January 2005. See
Note  7  Related  Party  Transactions.


<PAGE>

During  the first quarter ended September 30, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006
----

Windsor  Professional  Plaza LLC converted 6,575 shares Series A Preferred stock
into  65,750,000  shares  of  common  stock.

Note  8:  Segment  Information

In  accordance with SFAS No. 131 "Disclosure about Segments of an Enterprise and
Related Information, " management has determined that there are three reportable
segments  based on the customers served by each segment:  Such determination was
based  on  the  level  at  which  executive  management  reviews  the results of
operations  in  order  to  make  decisions  regarding performance assessment and
resource  allocation.

The  Company  is  currently  a  start  up  business  that is providing "Wireless
Internet"  access at business locations and a developer and provider of a patent
pending  software.  In December 2005 the Company started a hosting company Alpha
Internet  offering  Seamless clients a high-security hosting facility.  See Note
1.

Certain  general  expenses  related  to  advertising  and marketing, information
systems,  finance  and  administrative groups are not allocated to the operating
segments  and  are included in "other" in the reconciliation of operating income
reported  below.

Information  on  reportable  segments  is  as  follows:

For  the  third  quarter  ended  March  31,  of  fiscal  year  ended

<TABLE>
<CAPTION>
                        June 30, 2006   June 30, 2005
<S>                     <C>             <C>
Wi-Fi ISP Net Sales. .         18,535             244
Cost of Wi-Fi Sales. .        (85,783)         (6,679)
Software Net Sales . .              -               -
Cost of Software Sales              -               -
Internet  Net  Sales                -               -
Cost of Internet Sales              -                -
Cost and Expenses. . .     (5,027,860)     (1,843,634)
Other net income . . .        364,163           2,235
                        --------------  --------------
  Net loss . . . . . .     (4,730,945)     (1,847,834)
                        ==============  ==============
</TABLE>

Note  9:  Other  Events

Creditor  Trust

As  of  September  30, 2005, the Company appointed Financial Services LLC as the
Trust  Protector  for  the  Creditor  Trust.  The  Trust is currently managed by
Mildred  Carroll  who is also the Trustee and is also the Company's Secretary -.
The  Company's  previous Creditor Trust had appointed KFG LLC as Trust Protector
which  was  managed  by  David Karst as the Trustee for the Creditor Trust - see
Note  6.  Related  party  Transactions.

As  filed  in an 8K dated July 6, 2004, the Company established a creditor trust
Pursuant  to  the  terms  and  conditions  of the trust agreement, shares of the
Company's  common  stock  were  to be transferred in trust to KFC LLC, which has
accepted  the  appointment  as  trustee.

The  Company's  creditor trust had been established to return the maximum amount
to  beneficiaries  and  to  allow  the  Company  to  continue to operate without
interruption.

Following  the  submission  of claims and validation of such claims, the trustee
was  to  liquidate  the  trust property and distribute the proceeds to the trust
beneficiaries  in  a  manner  the  trustee  deems  most  beneficial.


<PAGE>

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

The  following  discussion and analysis of the Company's financial condition and
results  of operations should be read with the consolidated financial statements
and  related  notes  included  elsewhere  in  this  Report.

When  the  words  used  in  this  Report,  such  as;  "expects,"  "anticipates,"
"believes,"  "plans,"  "will"  and  similar expressions are intended to identify
forward-looking  statements.  These are statements that relate to future periods
and  include,  but are not limited to statements; as to statements regarding our
critical  accounting  policies,  adequacy  of  cash,  expectations regarding net
losses  and  cash  flow, statements regarding growth and profitability, need for
future  financing,  dependence  on  personnel,  operating  expenses,  ability to
respond  to  rapid technological change and statements regarding the issuance of
common stock to the Company's executive officers. Forward-looking statements are
subject  to  certain  risks and uncertainties that could cause actual results to
differ  materially  from those projected. These risks and uncertainties include,
but  are  not limited to, those discussed below, as well as risks related to our
ability to develop and timely introduce products that address market demand, the
impact  of  alternative  technological advances and competitive products, market
fluctuations,  the  Company's  ability to obtain future financing, and the risks
set  forth  below  under  "Factors That May Affect the Company's Results." These
forward-looking  statements  speak  only  as  of  the  date  hereof. The Company
expressly  disclaims  any  obligation  or  undertaking  to  release publicly any
updates  or  revisions  to  any  forward-looking  statements contained herein to
reflect  any  change  in  our  expectations with regard thereto or any change in
events,  conditions  or  circumstances  on  which  any  such statement is based.

OVERVIEW

Seamless  Wi-Fi,  Inc.  ("Company")  is currently a start up business which  web
---------------------
site  is  www.slwf.net  is  currently  operating three subsidiaries as follows:.
          ------------

Seamless  Skyy-Fi,  Inc.,  is  providing  "Wireless Internet" access at business
-----------------------
locations. This service is referred to as Wireless Fidelity or Wi-Fi, for short.
Wi-Fi  also  refers  to  wireless  equipment  that  meets  published  802.11(x)
standards.  Wi-Fi  equipment  operates  in  2.4 and 5.8 GHz which are unlicensed
frequencies.  There  are  many  wireless Internet systems available but they all
have  universal compatibility. The Wi-Fi POP is commonly referred to as a "Wi-Fi
Hotspot".  Wireless  Internet  refers  to  radio  frequencies that may either be
licensed (which is above 5.8 GHz "gigahertz") and or unlicensed frequency (which
is  between  2.4  to  5.8  GHz).  Seamless is currently developing its own Wi-Fi
encryptions  software  that is based upon the RSA's government certified 256 bit
AES  encryption  coupled  with RSA's Public Key that is patent pending.  Its web
site  is  www.skyyfi.com  .
          --------------

Seamless  Peer  2  Peer,  Inc.,  which  is  a developer and provider of a patent
-------------------------------
pending  software  program  "Phenom TM "   that encrypts internet communications
based  upon RSA's government certified 256 bit AES encryption coupled with RSA's
Public  Key  Infrastructure flexible telecom data and voice transport solutions.
It  also  is  a  Virtual  Private network that  provides SOX and HIPAA-compliant
secure  peer  mail,  chat,  file  transfer, remote PC access, secure VoIP, video
conferencing  and white boarding in a two Mb client download. Seamless is also a
developer of a software program for a Peer 2 Peer social network that will offer
the  highest  levels  of  security,  user  verification  and  safety because its
backbone  is  based  upon  Seamless  Peer 2 Peer's Phenom Secure Private Network
layer  technology,  which  allows transmission of data to peers in a transparent
manner  over  conventional  IP  networks  in  such a way that information can be
shared  among  peers even if one or more are behind proxies, Firewalls, or NATs.
Seamless  "Freek2Freek"  social  network will be a truly "safe" online community
where  everyone who interacts on it will be authenticated and all communications
will  be  encrypted.  Its  web  site  is  www.seamlessp2p.net  .
                                          -------------------

Seamless  Internet,  Inc,.  offers high security hosting services for Seamless's
--------------------------
Peer  2 Peer and Skyy-Fi clients and is not available for general public hosting
services.  Seamless Internet is also manufacturing and marketing its own version
of  its  Pocket  Personal  Computer  (PPC).  The current version of the PPC is a
full-fledged  computer  measuring  only  5"  x 4" x 2" and weighing less than 12
ounces  that  includes  an  MP3  player,  and  gaming console and a full-fledged
integrated keyboard which unfolds. The keyboard offers almost full-size keyboard
functionality  and  ergonomics. The PPC is being upgraded to add secure wireless
internet  and  voice  communications and integrate Seamless' breakthrough Secure
Private  Network  (SPN)  layer  technology  into  the ED.1, which offers private
networking,  FIPS  compliant  encryption  and  peer-to-peer  communication  thru
proxies  and  firewalls.  Its  web  site  is  www.seamlessinternet.com.
                                              ------------------------


<PAGE>

(A)  PLAN  OF  OPERATION

The  Company's  current  plan  of  operation  is  as  follows:

Seamless  Skyy-Fi, Inc., currently operates 36 Wi-Fi locations and provides 24/7
tech  support for clients accessing the internet; Skyy-Fi is also developing the
first  available  patent pending secure Wi-Fi transmission software program, for
its  Skyy-Fi  clients  and  resellers.  This  program will be available for sale
before  December  2006.

Seamless  Peer  2  Peer, Inc. is developing a secure patent  pending Peer 2 Peer
software  program  Phenom  TM  and also a secure social networking software. The
Phenom  will be available for sale by August 1, 2006 for business and government
agencies  that require secure Peer 2 Peer virtual private network and the social
network  secure  software  program  will be available for sale by December 2006.

Seamless  Internet,  Inc  provides  the hosting for the Company and its clients;
starting  July  1st  the clients will begin to pay for the hosting and technical
support  that  the  company  is currently providing to its clients. Internet has
also  acquired  the  patents  and  will produce the worlds first personal pocket
computer  that  has  a  full  key  board, these units will be available for sale
before  the  end  of  December  2006.

The  Company  has  three  offices  in  Nevada  and  not  including  Officers and
Directors;  has  10  independent  contractor  employees

(B)  MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF  OPERATIONS

With  the  Company  starting  up  its  business it is important to note that the
following  discussion  and  analysis  of  the Company's  financial condition and
results  of operations should be read with the consolidated financial statements
and  related  notes  included  elsewhere  in  this  Report.

The selected financial data for the third quarter of fiscal years ended June 30,
2006, 2005, are derived from the  financial statements of the Company and should
be  read  in  conjunction  with the audited financial statements included in the
June  30,  2006  and  2005  10K/SB.

RESULTS  OF  OPERATIONS

In accordance with SFAS No. 131, "Disclosure about Segments of an Enterprise and
Related Information," management had determined that there are  three reportable
segments:  Seamless  Skyy-Fi, Inc a  software developer for Wi-Fi and a wireless
internet  service  provider,  Seamless  Peer 2 Peer, Inc a developer of a secure
peer  2  peer  software program for business and a secure virtual private social
network and, Seamless Internet, Inc. which provides hosting for clients and is a
developer  of  a  pocket  personal computer. Such determination was based on the
level  at  which executive management reviews the results of operations in order
to  make  decisions  regarding  performance  assessment and resource allocation.

Certain  general  expenses  related  to  advertising  and marketing, information
systems,  finance  and  administrative groups are not allocated to the operating
segments  and  are included in "other" in the reconciliation of operating income
reported  below.  The  accounting policies of the segments are the same as those
described  in  the  summary  of  significant  accounting  policies  (Note  1).

ANALYSIS  OF  FINANCIAL  CONDITION

REVENUES;  for  the  three  and nine months ended March 31, 2006 were $8,581 and
$18,535  respectively  as  compared  with  $601  and  $845 for the corresponding
period  in  2005,  an  increase  of  $7,980  and  $17,690  respectively.

THE  TOTAL  COST AND EXPENSED WHICH INCLUDES SELLING, GENERAL AND ADMINISTRATIVE
EXPENSES;  for  the  three  months  and  nine  months  ended  March 31, 2006 was
$1,123,356  and $5,113,643 as compared to $1,049,547 and $2,899,860 for the same
period  in  2005,  which  represents  an  increase  of  $73,809  and  $2,214,628
respectively.

The  continued  high  cost  of  the selling, general and administrative expenses
reflect  the  fact  that  the Company is still in its development stage. Another
factor  is due to the fact that the original software development company failed
as  per its agreement to deliver to the Company a completed software program for
its peer to peer venue there by causing the Company to write off its development
cost  of  $1,500,570.  These  funds  would have been amortized over a three year
period  instead of expensed this quarter if the software program would have been
delivered.


<PAGE>

OTHER  INCOME; either from extraordinary income due to cancellation of a debt to
the  company  or  from  payment  in  full on debt for a reduced amount (with the
difference  represented  as  income) and /or from the sale of fully of partially
depreciated  equipment where the income from the sale is greater than the amount
depreciated.  Since  there  are  no  expectations  that furthers activities will
occur  and  that  the revenues from previous operations are dissimilar therefore
there  will  be  no  comparison  of  the  quarters.

NET  LOSSES;  for  the three and nine months ended March 31, 2006 are $1,150,274
and  $4,730,945 as compared to $1,048,946 and $ 2,899,015 for the same period in
2005  an  increase  in  the  Net  Loss  of $102,328 and $1,831,930 respectively.

Management  believes  these  results are a direct reflection of continued higher
expenses  due  to the continued expansion of the business and developmental cost
of the software program and its related expenses. These expenses are expected to
remain  high  however  when  sales  for both the Wi-Fi and software programs are
offered  for  sale  this  revenue will result in a decrease in the net operating
loss.

<TABLE>
<CAPTION>

FOR  THIRD   QUARTER  ENDED  MARCH  31,  OF  FISCAL  YEAR  ENDED

                           JUNE 30, 2006    JUNE 30, 2005
<S>                       <C>              <C>
WI-FI ISP  NET SALES . .  $       18,535   $          845
COST OF WI-FI SALES. . .         (85,783)         (20,498)
SOFTWARE NET SALES . . .               0                0
COST OF SOFTWARE SALES .               0                0
SOFTWARE NET SALES . . .               0                0
COST OF SOFTWARE SALES .               0                0
INTERNET NET SALES . .                 0                0
COST OF INTERNET SALES .               0                0
NET LOSS . . . . . . . .  $   (5,027,860)  $   (2,899,015)
OTHER  INCOME (EXPENSES)         364,163                0
                          ---------------  ---------------
NET LOSS . . . . . . . .  $   (4,730,945)  $   (2,899,015)
</TABLE>

The  following  discussion  should  be  read  in  conjunction with the financial
statements  of the Company and notes thereto contained elsewhere in this report.

INFORMATION  ON  REPORTABLE  SEGMENTS  IS  AS  FOLLOWS:

(1)      WISP:  The  resultant losses from operations for the Wi-Fi ISP segment,
including  the  third  quarter of fiscal year ended June 30, 2006 of $85,783 are
expected  to  continue  because  of  the expenses related to the startup of this
operation.

 (2)       SOFTWARE:  The  resultant losses from the Software encryption program
segment  for the second quarter of fiscal year ended June 30, 2006, are expected
to  continue  because  of the expenses related to the startup of this operation.

(3          INTERNET  resultant  losses  from  the  Software  encryption program
segment  for the second quarter of fiscal year ended June 30, 2006, are expected
to  continue  because  of the expenses related to the startup of this operation.

LIQUIDITY  AND  CAPITAL  RESOURCES

Net  cash used in operating activities at the end of the third quarter of fiscal
year ended June 30, 2006, decreased by  ($2,149,974) due to the use of stock for
services  which is an increase compared to the results for the same period ended
2005  of  ($476,566).  The  Company  has a source for capital so the Company can
expand  its  Internet  operations  of  establishing  wireless Internet locations
commonly referred to as Wi-Fi hotspots and to allow the continued development of
its  Phenom  Software  program,  the  Wi-Fi  encryption  software,  the  social
networking  software  and  the  production  of  the  pocket  personal  computer.


<PAGE>

CAPITAL  EXPENDITURES

During the third quarter of fiscal year ended June 30, 2006 the Company acquired
equipment  for  the  distribution  of  Wi-Fi  which  has a current book value of
$70,898.

ACQUISITIONS

During the third quarter of fiscal year ended June 30, 2006 the Company acquired
the  patent  rights  to  the  pocket  personal  computer for $500,000 cash and a
capital  investment  of $500,000 over an 8 month period of time from the date of
acquisition.  This  asset was transferred to Seamless Internet, Inc a subsidiary
of  Seamless  Wi-Fi,  Inc.

In  January 2005 the Company acquired the assets of Seamless P2P LLC for 700,000
shares  of  Preferred  Class  "C" Shares and 300,000,000 shares of the Company's
Common  stock valued at $1,000,000 and 20% interest in the new subsidiary of the
Company  "Seamless  Peer  2  Peer,  Inc" a Nevada Corporation. These assets were
transferred  to  the  new  subsidiary  of the Company Seamless Peer 2 Peer, Inc.

In  August  2003 the Company acquired Alpha Tooling, Inc. with 190,000 shares of
DCM  Enterprises,  Inc.  common stock, as per an agreement with DCM Enterprises,
Inc.  The  Company then transferred Alpha Tooling, Inc. to DCM Enterprises, Inc.
for credit towards the debit it had with DCM Enterprises, Inc.  After October 1,
2003  the  transaction  was  changed  by  agreement to an Asset Assignment.  The
Company  assigned  certain  assets of Alpha Tooling for credit of $311,639 which
reduced  the  debt  owed  to  DCM  Enterprises,  Inc. from $760,000 to $448,361.
quarter  of  retained the Alpha Tooling Corporation  which had assets of $42,050
(which  were  not  assigned  to  DCM  Enterprises,  Inc.), and debt of $351,306.

In April 2005 GLCD reversed it stock 1,000 shares of GLCD for 1 of GBCD (the new
stock  symbol)  GBCD  recently  traded  at  $1.01  per  share  in  low  volume.

In December 2003 GLCD acquired the assets of DCM for 60,000,000 common shares of
GLCD which included reduction of the note owed by the Company to $515,000, which
was  transferred  as an asset to GLCD.  GLCD is traded over the counter (OTC) on
the  Pink  Sheets  LLC  quotation  service  under  the  symbol  "GLCD".

In  September 2003 the Company, through its wholly owned subsidiary Global Debit
Cash  Card,  Inc., a Nevada Corporation ("GLCD") agreed to purchase from DCM the
Colorado  and  Utah territories for marketing the CARDS as per the USA Territory
Marketing Representative Agreement.  Pursuant to the terms of the agreement GLCD
will  operate  as the Territory Marketing Representative ("TMR") in Colorado and
Utah  and  license  resellers  of  the  CARDS.  The Licensed Activated Resellers
("LAR")  will  be  licensed  through  GLCD,  the  TMR.

CRITICAL  ACCOUNTING  POLICIES

The  Securities  and  Exchange Commission issued Financial Reporting Release No.
60, "Cautionary Advice Regarding Disclosure About Critical Accounting Policies,"
or  FRR  60,  suggesting  that  companies  provide  additional  disclosure  and
commentary  on  their  most  critical  accounting  policies.  The  most critical
accounting  policies  are the ones that are most important to the portrayal of a
company's  financial  condition and operating results, and require management to
make  its most difficult and subjective judgments, often as a result of the need
to make estimates of matters that are inherently uncertain. The Company believes
that  of  the  significant  accounting  policies  used in the preparation of the
consolidated  financial statements (see Note B to the Financial Statements); the
following are critical accounting policies, which may involve a higher degree of
judgment,  complexity  and  estimates.  The methods, estimates and judgments The
Company  uses  in  applying  these  most  critical  accounting  policies  have a
significant  impact  on  the  results  reported  in  the  Company's  financial
statements.

OFF  BALANCE  SHEET

The  Company  has not entered into any off balance sheet arrangements that have,
or  are  reasonably  likely  to have a current or future effect on the company's
financial  condition,  changes  in  financial  condition,  revenues or expenses,
result of operations, liquidity, capital expenditure, or capital resources which
would  be  considered  material  to  investors.

USE  OF  ESTIMATES

The preparation of  the consolidated financial statements are in conformity with
United  States generally accepted accounting principles which require us to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities  and  disclosure of contingent assets and liabilities at the date of
the  financial  statements  and  the  reported  amounts of revenues and expenses
during  the  period.  Actual  results  could  differ  from  those  estimates.


<PAGE>

STOCK-BASED  COMPENSATION  ARRANGEMENTS

The  Company  issues  shares of common stock to various individuals and entities
for  certain  management,  legal,  consulting  and  marketing  services.  These
issuances  are  valued  at the fair market value of the service provided and the
number  of  shares  issued  is  determined,  based upon the closing price of our
common  stock on the date of each respective transaction. These transactions are
reflected  as  a  component  of  general  and  administrative  expenses  in  the
accompanying  statement  of  operations.

INFLATION

The  moderate rate of inflation over the past few years has had an insignificant
impact  on  the  Company's  sales  and  results of operations during the period.

NET  OPERATING  LOSS  CARRY  FORWARDS

For  the  fiscal  year  ended  June 30, 2005, the Company had net operating loss
carry  forwards  for  federal and state purposes of approximately $5,117,636 and
$3,070,582  respectively.  These carry forwards begin to expire in 2016 and 2006
respectively.

FORWARD  LOOKING  STATEMENTS

The  foregoing  Management's  Discussion and Analysis of Financial Condition and
Results  of  Operations contains "forward looking statements" within the meaning
of  Rule  175  under the Securities Act of 1933, as amended, and Rule 3b-6 under
the  Securities  Act  of 1934, as amended, including statements regarding, among
other  items,  the  Company's  business  strategies,  continued  growth  in  the
Company's markets, projections, and anticipated trends in the Company's business
and  the  industry  in  which  it  operates.  The  words  "believe,"  "expect,"
"anticipate," "intends," "forecast," "project," and similar expressions identify
forward-looking  statements.  These forward-looking statements are based largely
on  the  Company's  expectations  and  are  subject  to  a  number  of risks and
uncertainties,  certain  of which are beyond the Company's control.  The Company
cautions  that  these statements are further qualified by important factors that
could  cause  actual  results  to  differ  materially  from those in the forward
looking  statements,  including, among others, the following: reduced or lack of
increase  in  demand  for the Company's products, competitive pricing pressures,
changes  in  the  market price of ingredients used in the Company's products and
the  level  of expenses incurred in the Company's operations.  In light of these
risks  and  uncertainties,  there  can  be no assurance that the forward-looking
information  contained  herein  will  in fact transpire or prove to be accurate.
The  Company  disclaims  any  intent  or  obligation  to update "forward looking
statements."

ITEM  3.  CONTROLS  AND  PROCEDURES

(a)  EVALUATION  OF  DISCLOSURE CONTROLS AND PROCEDURES. We maintain "disclosure
controls  and  procedures,"  as such term is defined in Rule 13a-14(c) under the
Securities  Exchange  Act  of  1934,  or  the Exchange Act, that are designed to
ensure  that  information required to be disclosed by us in reports that we file
or  submit  under  the  Exchange  Act  is  recorded,  processed, summarized, and
reported within the time periods specified in Securities and Exchange Commission
rules  and  forms,  and that such information is accumulated and communicated to
our  management,  including  our  Chief  Executive  Officer  and  Treasurer,  as
appropriate,  to  allow  timely  decisions  regarding  required  disclosure.  In
designing  and  evaluating  our  disclosure  controls and procedures, management
recognized that disclosure controls and procedures, no matter how well conceived
and  operated,  can  provide  only  reasonable, not absolute, assurance that the
objectives  of  the disclosure controls and procedures are met. Additionally, in
designing  disclosure  controls  and  procedures, our management necessarily was
required  to  apply  its judgment in evaluating the cost-benefit relationship of
possible  disclosure  controls  and  procedures.  The  design  of any disclosure
controls and procedures also is based in part upon certain assumptions about the
likelihood  of future events, and there can be no assurance that any design will
succeed  in  achieving  our  stated goals under all potential future conditions.
The  evaluation  revealed  certain  weaknesses  in  disclosure  controls  and
procedures.  Based  on their evaluation as of a date within 90 days prior to the
filing  date of this Quarterly Report, our Chief Executive Officer and Treasurer
have  concluded that, subject to the limitations noted above, and except for the
weaknesses noted above, our disclosure controls and procedures were effective to
ensure  that  material  information  relating  to us, including our consolidated
subsidiaries,  is  made  known  to  them  by  others  within  those  entities,
particularly  during  the  period  in  which  this  Quarterly  Report  was being
prepared.


<PAGE>

(b)  CHANGES  IN  INTERNAL  CONTROLS.  We  plan to institute greater controls by
adding  additional  staff  to  allow  for  greater  third  person  review  and
verification  of all transactions thereby enhancing the accuracy of all records.
We are also looking to implement many of the new requirements required under the
Sarbanes-Oxley  Act  of  2002  during  the coming year. However, we believe that
there were no significant changes in our internal controls or, to our knowledge,
in  other  factors  that could significantly affect these controls subsequent to
the  date  of  their evaluation, including any corrective actions with regard to
significant  deficiencies  and  material  weaknesses.


PART  II.  OTHER  INFORMATION

ITEM  1.  LEGAL  PROCEEDINGS

Globalist  v.  Internet  Business's  International,  Inc.  et  al
-----------------------------------------------------------------

In July 2003 Globalist sued the Company and was awarded a judgment plus interest
in  the  amount  of  approximately  $301,000.  The  Company appealed the Court's
decision  and the award amount. In February 2005 the Company reached a tentative
settlement  with  Globalist which required the payment of $75,000 by March 2005,
subject  to  Court  approval.  On  March  8, 2005 the Company put $75,000 in its
lawyer's  escrow  account  to satisfy the settlement. This cash is classified as
restricted  cash  on  its  balance sheet. The Company is still waiting for Court
approval regarding the final settlement, at which time the funds will be paid as
per  agreement.  However  Globalist  is  contesting the settlement agreement and
further  court  action  is  contemplated.


ITEM  2.  CHANGES  IN  SECURITIES

ISSUANCE  OF  COMMON  STOCK  AND  PREFERRED  STOCK

The  Board  of  Directors  of the Corporation may from time to time authorize by
resolution  the  issuance  of  any  or  all  shares  of the Common Stock and the
Preferred  Stock  herein  authorized in accordance with the terms and conditions
set  forth  in the Articles of Incorporation for such purposes, in such amounts,
to  such  persons, corporations, or  entities, for such consideration and in the
case  of  the  Preferred  Stock,  in  one  or  more  series, all as the Board of
Directors  in its discretion may determine and without any vote or either action
by  the  stockholders,  except  as  otherwise  required  by  law.  The  Board of
Directors, from time to time also may authorize by resolution, options, warrants
and  other  rights  convertible  into  Common  or  Preferred stock (collectively
"securities").  The  securities must be issued for such consideration, including
cash,  property,  or  services,  as the Board of Directors may deem appropriate,
subject to the requirement that the value of such consideration be less than the
par value if the shares issued. Any shares issued for which the consideration so
fixed  paid or delivered shall be fully paid stock and the holder of such shares
shall  not  be  liable  for  any further call of assessment or any other payment
thereon,  provided  that the actual value of such consideration is not less that
the  par  value of the shares so issued. The Board of Directors may issue shares
Common  Stock in the form of a distribution or distributions pursuant to a stock
dividend  or  split-up  of the shares of the Common Stock only to ten holders of
the  outstanding  shares  of  the  Common  Stock.

All shares issued by the Company for services through the period ended March 31,
2005,  were  issued  at  below  par  value.

AUTHORIZED  SHARES

During  November  2004  the  board  of  directors  amended  the  articles  of
incorporation  to increase the authorized to 20,000,000,000 shares (par value of
$.001)  of  which 19,990,000,000 are common shares and 10,000,000 are preferred.
There  are  three  classes  of  preferred  stock  which  are as follows; Class A
Preferred  of  5,000,000  shares of which one (1) share of preferred converts to
10,000  shares  of  common stock, Class B Preferred of 3,000,000 shares of which
(1)  share  of  preferred  converts to 1,000 shares of common stock, and Class C
Preferred  of  2,000,000 shares. As of this date the Company has not updated its
articles  of  incorporation  with  the  state  of  Nevada,  which  shows  only
11,000,000,000  shares  authorized.

The  company plans to amend the previous resolution decreasing the authorized to
11,000,000  shares so no amendment to the Articles of Incorporation will have to
be  filed  with  the  state  of  Nevada.


<PAGE>

On  September  30, 2004 the Company amended its Certificate of Incorporation and
authorized  5,000,000  shares  of  Class  C  Preferred  stock, $0.001 par value,
convertible,  with  a  stated  value of $1.00 per share for conversion purposes.
The  Class  C  Preferred  stock  is convertible at the option of the holder into
common  shares  of  the  Company  at  the  end of 12 months from the date of its
issuance  into  based upon the ten day average trading price of the common stock
just  prior  to  the  end  of the 12 month holding period.  Therefore One Dollar
($1.00)  of  Preferred  Stock  (which is one share of Class C Preferred) will be
converted  into  $1.00 worth of common stock. For example if the price per share
of  the  common stock on the date of conversion is  $.10 per share the holder of
the  Preferred  stock will receive 10 shares of common stock for every shares of
Class  C  Preferred  stock  that  is  converted  into  common.

During  April  2003 the board of directors amended the articles of incorporation
to  increase  the authorized to 10,000,000,000 shares of which 9,990,000,000 are
common  shares and 10,000,000 are preferred. The shares were initially increased
in  April  2003  to  2,000,000,  and  the  balance  was  issued  in  April 2004.

COMMON STOCK

During the third quarter ended March 31, 2006 of fiscal year ended June 30, 2006
--------------------------------------------------------------------------------

Ayuda  Funding  LLC  converted  6,575  shares  of  Series A preferred stock were
converted  into  66,330,520  shares of common stock and payback Ayuda Funding in
the  amount  of  $617,575.

Adobe  Oil acquired 200,000 of Series C preferred stock from Seamless P2P valued
at  $200,000  of which 100,000 shares of Series C preferred stock were converted
into  2,032,000  shares  of  common  stock

The  Company  acquired  100,000 shares of Series C preferred stock were returned
to  Treasury.

During  the second quarter ended December 31, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006
----

800,000  shares of common stock were issued for services and expensed at $32,000
for  consulting  on  public  relations.

112,500  shares  of common stock were issued for services and expensed at $4,500
for  marketing.

670,000  shares of common stock were issued for services and expensed at $33,500
for  consulting  on  mergers  and  acquisitions.

Ayuda  Funding  LLC  converted  2,280  shares  Series  A  preferred  stock  into
22,800,000  shares  of common stock, valued at $1,390,720, of which $773,145 was
used  to  pay  judgments  and  $617,575  constitutes  a  loan  to  the  Company.

200,000  shares  of  Series  C preferred were converted into 3,622,537 valued at
$200,000  by  P2P  LLC  as  per  asset  purchase  agreement  dated January 2005.

During  the first quarter ended September 30, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006;
-----

140,000  shares  of  common  stock  were  issued for advertising and expensed at
$6,622.

300,000  shares  of  common  stock  were  issued  for  marketing and expensed at
$14,190.

Windsor  Professional  Plaza  LLC  converted  6,575 shares of preferred Series A
stock  into  65,750,000  shares  of  common  stock of which 10,000,000 shares of
common  stock  were  issued  for  consulting  and  expensed  at  $473,000.

During  fiscal  year  ended  June 30, 2005 the following stock was issued.  (All
-------------------------------------------------------------------------
shares  issued by the Company for services through the third quarter and most of
the  fourth quarter of fiscal year ended June 30, 2005, were issued at below par
value):

14,160,000  shares of common stock were issued for services when 1,460 shares of
preferred  stock  were  converted  to  common.

300,000  shares  of  common  stock , valued at $.001 each were issued as partial
payment  for the acquisition of the assets of Seamless P2P, LLC (the balance was
issued  in  Class  C  Preferred  Stock,  see  "Preferred  Stock")

3,368,734  shares  of  common  stock  were  issued  for officer salaries and for
services.


<PAGE>

Windsor  converted  100,000  shares  of preferred Series A stock to 1,000,000 of
common  shares,  of  which  900,000 of the common shares were issued for Company
services.

2,224,718  shares  of  common  stock  were  issued  for officer's salary and for
services.

$300,000  worth  of  shares  of  common stock was issued to Windsor Professional
Plaza  LLC  as  payment  for  $300,000  worth  of  debt.

220,000  shares  of  common stock were issued to acquire 22,000 common shares of
Save  the  World  valued  at  $5.00  per  share.

874,430  shares  of  common  stock  were  issued  for  services.

During  fiscal  year  ended  June  30,  2004,  the  following  stock was issued:
--------------------------------------------------------------------------------

495,000 shares of common stock were issued for payment in full on a note owed by
the  Company  for  past  due  wages.

540,000  shares  of  common  stock  were  issued per the conversion of preferred
Series  A stock into common, pursuant to the agreement with Windsor Professional
Plaza,  LLC.

136,000  shares of common stock were issued as payment to consultants in lieu of
cash  for services provided pursuant to consulting agreements. The fair value of
the  shares  was recorded as prepaid professional services and amortized ratably
over  the term of the contract.  These shares were issued pursuant to a Form S-8
registration  statement

162,650  shares of restricted common stock were issued to Global Debit Cash Card
pursuant  to  the Territory Marketing Agreement, as amended, in exchange for the
limited  exclusive  marketing  rights  to  sell the debit cards in the states of
Colorado  and  Utah  for  a  period  of  ten  (10)  years.

170,000  shares of common stock were issued as payment to consultants in lieu of
cash  for services provided pursuant to consulting agreements. The fair value of
the  shares  was recorded as prepaid professional services and amortized ratably
over  the term of the contract.  These shares were issued pursuant to a Form S-8
registration  statement

280,000  shares  of  restricted  common  stock were issued to repurchase 280,000
common  shares  of  DCM.

54,000  shares  of common stock were issued as payment to consultants in lieu of
cash  for services provided pursuant to consulting agreements. The fair value of
the  shares  was recorded as prepaid professional services and amortized ratably
over  the term of the contract.  These shares were issued pursuant to a Form S-8
registration  statement

The Company complies with the provisions of Emerging Issues Task Force Issue No.
96-18,  Accounting  for  Equity  Instruments  Issued to Other Than Employees for
Acquiring,  or  in  Conjunction  with, Selling Goods or Services ("EITF 96-18"),
with  respect to stock issuances to such non-employees, whereby the value of the
services  was  determined  as  a  reliable  measurement  of  fair  value.

PREFERRED  STOCK

During the third quarter ended March 31, 2006 of fiscal year ended June 30, 2006
--------------------------------------------------------------------------------

Ayuda  Funding  LLC  converted  6,575  shares  of  Series A preferred stock were
converted  into  66,330,520  shares of common stock and payback Ayuda Funding in
the  amount  of  $617,575.

Adobe  Oil acquired 200,000 of Series C preferred stock from Seamless P2P valued
at  $200,000  of which 100,000 shares of Series C preferred stock were converted
into  2,032,000  shares  of  common  stock

The  Company  acquired  100,000 shares of Series C preferred stock were returned
to  Treasury.

During  the second quarter ended December 31, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006,  Ayuda  Funding  LLC  converted 2,280 shares Series A Preferred stock into
-----
22,800,000  shares  of  Common  stock

200,000  shares  of  Series  C  preferred  were  converted  into  3,622,537


<PAGE>

During  the first quarter ended September 30, 2005 of fiscal year ended June 30,
--------------------------------------------------------------------------------
2006,  Windsor  Professional Plaza LLC converted 6,575 shares Series A Preferred
-----
stock  into  65,750,000  shares  of  Common  stock.

During  the  fiscal  year  ended June 30, 2005, David Karst on behalf of Windsor
-----------------------------------------------
Professional  Plaza  LLC converted 252,753 shares of preferred Series A stock of
which  100,000  shares  were  converted  to pay the Company's operating expenses
leaving  a  balance  of  644,625  preferred  Series A shares held as collateral.

On  March  8,  2005  the  Board  of Directors authorized the issuance of 562,500
shares  of its unregistered restricted common stock to the Reda Family Trust for
$75,000.00.  On  April  1,  2005  this  was  changed to 56,250 shares of Class A
preferred  stock  for  $75,000.  This  issuance  was  intended to be exempt from
registration  under  Section  4 (2) and/or Regulation D of the Securities Act of
1933.

The  Company  issued 700,000 shares of Class C Preferred Shares convertible into
$1.00  of  Common  Stock  after  12 months, as partial payment for the assets of
Seamless  P  2 P, LLC. The acquired assets were then transferred to a subsidiary
of  the  Company,  Seamless Peer 2 Peer, Inc., a Nevada Corporation. The Company
also  issued  55,784  shares  of Class A Preferred Shares in order to reduce the
debit  "Note  payable  to  related  party"  this  debit is still on the books as
required  by the Accountant until the stock is cleared and the  debit is paid in
full.

The  Company cancelled 35,186 preferred Series A shares held by Windsor in order
to  reduce  preferred  Series  A  stock outstanding because once converted, they
would  have  amounted  to  common shares of Stock in excess of those authorized.
Windsor  Professional  converted  117,453  shares  of  preferred Series A stock.

During  the  fiscal  year  ended  June  30, 2004, In May 2004 Mercatus, with the
-------------------------------------------------
consent  of the Company, assigned 1,029,231 preferred Series A shares to Windsor
Professional  Plaza, LLC as collateral for the Company's funding line of credit.

ITEM  3.     DEFAULTS  UPON  SENIOR  SECURITIES

     None.

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

     None.

ITEM  5.     OTHER  INFORMATION

      None.

ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

          (A)  EXHIBITS

Exhibits  included  or  incorporated  by  reference  herein are set forth in the
Exhibit  Index  following  the  signatures.

          (B)  REPORTS  ON  FORM  8-K

On  March  30,  2006 the Company filed an 8K which described the execution of an
"Asset  Purchase  and  Investment  Agreement"  acquiring  the  patents to a mini
computer  referred  to  as  the  ED.

On  February  21,  2006  the  Company  filed an 8K which described the Company's
filing  of  a  Schedule  14A

On  February  21, 2006 the Company filed an 8K which stated that the name change
of  the  Company  from Alpha Wireless Broadband, Inc to Seamless Wi-Fi, Inc. was
approved  by  the  Board  of  Directors on May 16, 2005 and was permitted by the
company  bylaws  and  did  not  require  shareholder  approval.

On  January  26,  2006  the  Company  filed  an 8K which described the Notice of
Default  sent to Software Technology and Consulting, Inc. (STCI) regarding their
failure  to  deliver  a  completely  debugged  software  program.


<PAGE>

On  January  26,  2006  the Company filed an 8K which described the signing of a
contract between the Company and Orion's Wave for the completion of the software
programs  for  Seamless  Peer-to-Peer  and  Seamless  Skyy-Fi.

On January 26, 2006 the Company filed an 8K which stated that the name change of
the  Company  from  Alpha  Wireless  Broadband,  Inc to Seamless Wi-Fi, Inc. was
approved  by  the  Board  of  Directors on May 16, 2005 and was permitted by the
company  bylaws  and  did  not  require  shareholder  approval.

On  October  26,  2005  the  Company  filed  an  8K  which  described  Seamless
Peer-to-Peer, a subsidiary of  the  Company entered into a non-binding Letter of
Intent  with  Intent  Media  Works, Inc. ("Intent") whereby Seamless and  Intent
shall  negotiate  in  good  faith,  and  upon  mutually  agreeable  terms  and
conditions,  to  develop  Seamless'  proprietary  closed  peer-to-peer  network
services.

On  October  20, 2005 the Company filed an 8K which described the asset purchase
agreement between Seamless Skyy-Fi, Inc., a subsidiary of the company and Indigo
Technology  Services,  Inc.



                                   SIGNATURES

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


                                            SEAMLESS WI-FI, INC.
                                            F/K/A ALPHA WIRELESS BROADBAND, INC.

                                            Date: May 17, 2006

                                            /s/  Albert  R.  Reda
                                            ---------------------
                                            Albert R. Reda
                                            Chief Executive Officer,
                                            Chief Financial Officer


<PAGE>

                                  EXHIBIT INDEX

Number  Description
--------------------------------------------------------------------------------

31     Certification  Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
       (filed  herewith).

32     Certification Pursuant to 18 U.S. C. Section 1350, as adopted pursuant to
       Section  906  of  the  Sarbanes-Oxley  Act  of  2002  (filed  herewith).