SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549

                                FORM 10-QSB

             QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                     SECURITIES  EXCHANGE ACT  OF 1934

              For the 3 month period ended September 30, 2005

                      Commission file number 000-26235

                        LION CAPITAL HOLDINGS, INC.

               (Name of Small Business Issuer in Its Charter)

        Delaware                                           52-2191043
-------------------------------                         -------------------
(State or other jurisdiction of                           (I.R.S. Employer
incorporation or organization)                          Identification No.)


     6836 Bee Caves Road, Suite 242, Austin, Texas      78746
     ---------------------------------------------    ----------
     (Address of principal executive office)          (Zip Code)

       Issuer's telephone number, including area code (512) 617-6351

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

At September 30, 2005, a total of  136,010,794 shares of registrant's
Common Stock were outstanding.



                             TABLE OF CONTENTS

PART I    FINANCIAL INFORMATION                                        3
Item 1.   Financial Statements                                         3
Item 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations                          9
Item 3.   Disclosure Controls and Procedures                          12

PART II   OTHER INFORMATION                                           12
Item 6.   Exhibits, Lists, and Reports on Form 8-K                    12
          Signatures                                                  12


Part I - FINANCIAL INFORMATION

Item 1. Financial Statements.

The following unaudited Financial Statements for the period ended September
30, 2005, have been prepared by LCHI, Inc..














                        LION CAPITAL HOLDINGS, INC.

                     CONSOLIDATED FINANCIAL STATEMENTS

                             SEPTEMBER 30, 2005
                                (Unaudited)

                        LION CAPITAL HOLDINGS, INC.
                        Consolidated Balance Sheets
<Table>
<Caption>

                                   ASSETS
                                  -------
                                                September 30,  December 31,
                                                     2005          2004
                                                 ------------  ------------
                                                  (Unaudited)
<S>                                              <C>           <C>
CURRENT ASSETS
  Cash                                           $    10,829   $       247
                                                 ------------  ------------
     Total Current Assets                             10,829           247
                                                 ------------  ------------
     TOTAL ASSETS                                $    10,829   $       247
                                                 ============  ============

               LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
               ----------------------------------------------

CURRENT LIABILITIES

  Due to shareholders and related companies      $   124,968   $       -
  Net liabilities of discontinued operations       1,677,648        1,670,248
                                                 ------------  ------------
   Total Current Liabilities                       1,802,616     1,670,248

STOCKHOLDERS' EQUITY (DEFICIT)

  Common stock, 150,000,000 shares authorized
   of $0.001 par value, 136,010,794 and
   136,010,794 shares issued and outstanding,
   respectively                                      136,011       136,011
  Additional paid-in capital                       2,742,856     2,742,856
  Accumulated deficit                             (4,670,654)   (4,548,868)
                                                 ------------  ------------
     Total Stockholders' Equity (Deficit)         (1,791,787)   (1,670,001)
                                                 ------------  ------------
     TOTAL LIABILITIES AND STOCKHOLDERS'
    EQUITY (DEFICIT)                             $    10,829   $       247
                                                 ============  ============





</Table>

 The accompanying notes are an integral part of these financial statements.
                                     4

                        LION CAPITAL HOLDINGS, INC.
                   Consolidated Statements of Operations
                                (Unaudited)
<Table>
<Caption>
                                          For the                    For the
                                   Three Months Ended           Nine Months Ended
                                       September 30,              September 30,
                               --------------------------  --------------------------
                                    2005          2004          2005          2004
                               ------------  ------------  ------------  ------------
<S>                            <C>           <C>           <C>           <C>
REVENUES                       $    40,074   $       -     $    40,074   $       -
                               ------------  ------------  ------------  ------------
OPERATING EXPENSES
 General and administrative        103,482           -         151,951           -
                               ------------  ------------  ------------  ------------
   Total Operating Expenses        103,482           -         151,951           -
                               ------------  ------------  ------------  ------------
LOSS FROM OPERATIONS               (63,408)          -        (111,877)          -
                               ------------  ------------  ------------  ------------
LOSS FROM DISCONTINUED
OPERATIONS                             -         (88,314)          -        (313,947)
                               ------------  ------------  ------------  ------------
LOSS ON DISPOSAL OF
DISCONTINUED OPERATIONS                -             -          (9,909)          -
                               ------------  ------------  ------------  ------------
NET LOSS                       $   (63,408)  $   (88,314)  $  (121,786)  $  (313,947)
                               ============  ============  ============  ============
BASIC LOSS PER SHARE           $     (0.00)  $     (0.00)  $     (0.00)  $     (0.00)
                               ============  ============  ============  ============
WEIGHTED AVERAGE NUMBER OF
COMMON SHARES OUTSTANDING      136,010,794    94,997,052   136,010,794    74,350,036
                               ============  ============  ============  ============




</Table>


 The accompanying notes are an integral part of these financial statements.
                                     5

                        LION CAPITAL HOLDINGS, INC.
                   Consolidated Statements of Cash Flows
                                (Unaudited)
<Table>
<Caption>
                                                  For the Nine Months Ended
                                                         September 30,
                                                 --------------------------
                                                     2005          2004
                                                 ------------  ------------
<S>                                              <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
 Net loss                                        $  (121,786)  $  (313,947)
 Adjustments to reconcile net loss to net cash
  used by operating activities:
   Earnings (loss) from continuing operations            -             -
   Less: loss from discontinued operations             9,909       313,947
                                                 ------------  ------------
   Net Cash Used by Operating Activities            (111,877)          -
                                                 ------------  ------------
CASH FLOWS FROM INVESTING ACTIVITIES:                    -             -
                                                 ------------  ------------
CASH FLOWS FROM FINANCING ACTIVITIES:

 Proceeds from shareholder and related companies     124,968       190,000
                                                 ------------  ------------
   Net Cash Provided by Financing Activities         124,968       190,000
                                                 ------------  ------------
   Net Cash Used by Continuing Operations               (809)            -

   Net Cash Used by Discontinuing Operations          (1,700)     (191,997)
                                                 ------------  ------------
   NET INCREASE (DECREASE) IN CASH                    10,582        (1,997)

   CASH AT BEGINNING OF PERIOD                           247         2,472
                                                 ------------  ------------
   CASH AT END OF PERIOD                         $    10,829   $       475
                                                 ============  ============
SUPPLEMENTAL DISCLOSURES
 Interest paid                                   $       -     $       -
 Taxes paid                                      $       -     $       -

NON CASH DISCLOSURES
 Stock issued to repay advances from shareholder $       -     $   135,000
 Stock issued for services                       $       -     $   116,385
 Stock issued to settle note payable to related
  parties                                        $       -     $    35,028


</Table>
 The accompanying notes are an integral part of these financial statements.
                                     6

                        LION CAPITAL HOLDINGS, INC.
               Notes to the Consolidated Financial Statements
                  September 30, 2005 and December 31, 2004


NOTE 1 -  BASIS OF FINANCIAL STATEMENT PRESENTATION

     The accompanying unaudited condensed financial statements have been
     prepared by the Company pursuant to the rules and regulations of the
     Securities and Exchange Commission.  Certain information and footnote
     disclosures normally included in financial statements prepared in
     accordance with generally accepted accounting principles have been
     condensed or omitted in accordance with such rules and regulations.
     The information furnished in the interim condensed financial
     statements include normal recurring adjustments and reflects all
     adjustments, which, in the opinion of management, are necessary for a
     fair presentation of such financial statements.  Although management
     believes the disclosures and information presented are adequate to
     make the information not misleading, it is suggested that these
     interim condensed financial statements be read in conjunction with the
     Company's audited financial statements and notes thereto included in
     its December 31, 2004 Annual Report on Form 10-KSB.  Operating results
     for the nine months ended September 30, 2005 are not necessarily
     indicative of the results that may be expected for the year ending
     December 31, 2005.

NOTE 2 -  LOSS PER SHARE

     Following is a reconciliation of the loss per share for the three
     months and nine months ended September 30, 2005 and 2004:

<Table>
<Caption>

                                                           For the
                                                    Three Months Ended
                                                        September 30,
                                                 --------------------------
                                                     2005          2004
                                                 ------------  ------------
     <S>                                         <C>           <C>
     Net (loss) available to
       common shareholders                       $   (63,408)  $   (88,314)
                                                 ============  ============
     Weighted average shares                      136,010,794    94,997,052
                                                 ============  ============
     Basic loss per share (based
      on weighted average shares)                $     (0.00)  $     (0.00)
                                                 ============  ============
</Table>

<Table>
<Caption>
                                                          For the
                                                   Three Months Ended
                                                      September 30,
                                                 --------------------------
                                                     2005          2004
                                                 ------------  ------------
     <S>                                         <C>           <C>
     Net (loss) available to
      common shareholders                        $  (121,786)  $  (313,947)
                                                 ============  ============
     Weighted average shares                      136,010,794    74,350,036
                                                 ============  ============
     Basic loss per share (based
      on weighted average
      shares)                                    $     (0.00)  $     (0.00)
                                                 ============  ============

</Table>

                                     7

                        LION CAPITAL HOLDINGS, INC.
               Notes to the Consolidated Financial Statements
                  September 30, 2005 and December 31, 2004

NOTE 3 -  GOING CONCERN

     As shown in the accompanying unaudited financial statements, the
     Company incurred a net loss of $121,786 during the nine month period
     ended September 30, 2005 and, as of that date, the Company's current
     and total liabilities exceeded its current and total assets by
     $1,791,787.  These factors, as well as the uncertain conditions that
     the Company faces relative to capital raising activities, create an
     uncertainty as to the Company's ability to continue as a going
     concern.  The Company is seeking to raise additional capital through
     public and/or private placement offerings, targeting strategic
     partners in an effort to increase revenues, and expanding revenues
     through strategic acquisitions.  The ability of the Company to
     continue as a going concern is dependent upon the success of capital
     offerings or alternative financing arrangements and expansion of its
     operations.  The unaudited financial statements do not include any
     adjustments that might be necessary should the Company be unable to
     continue as a going concern.  As of September 30, 2005, the Company
     had cash and cash equivalents of $10,829.  The Company will require
     additional funding during the next twelve months to finance the growth
     of its current operations and achieve its strategic objectives.
     Management is actively pursuing additional sources of financing
     sufficient to generate enough cash flow to fund its operations through
     2005 and 2006.  However management cannot make any assurances that
     such financing will be secured.






















                                     8

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

The following is management's discussion and analysis of certain
significant factors that have affected the Company's financial position and
operating results during the periods included in the accompanying
consolidated financial statements. The accompanying unaudited financial
statements include all adjustments which in the opinion of management are
necessary for a fair presentation and in order to make the financial
statements not misleading.

RISK FACTORS AND CAUTIONARY STATEMENTS

Forward-looking statements in this report are made pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
The Company wishes to advise readers that actual results may differ
substantially from such forward-looking statements. Forward-looking
statements involve risks and uncertainties that could cause actual results
to differ materially from those expressed in or implied by the statements,
including, but not limited to, the following: the ability of the Company to
continue as a viable concern ,uncertainties and assumptions relating to our
operations, results of operations, competitive factors, shifts in market
demand and other risks and uncertainties, the ability of the Company to
obtain financing in order to implement its business plan and other risks
detailed in the Company's periodic report filings with the Securities and
Exchange Commission.

For this purpose, any statements that are not statements of historical fact
maybe deemed to be forward-looking statements, including the statements
under Management's Discussion and Analysis of Financial Condition and
Results of Operations regarding our strategy, future operations, future
expectations or future estimates, financial position and objectives of
management. Those statements in this Form 10-QSB/A containing the words
believes, anticipates, plans, expects and similar expressions constitute
forward-looking statements, although not all forward-looking statements
contain such identifying words. These forward-looking statements are based
on our current expectations and are subject to a number of risks,
uncertainties and assumptions relating to our operations, results of
operations, competitive factors, shifts in market demand and other risks
and uncertainties.

Although we believe that the assumptions underlying our forward-looking
statements are reasonable, any of the assumptions could be inaccurate and
actual results may differ from those indicated by the forward-looking
statements included in this Form 10-QSB/A. In light of the significant
uncertainties inherent in the forward-looking statements included in this
Form 10-QSB/A, you should not consider the inclusion of such information as
a representation by us or anyone else that we will achieve such results.
Moreover, we assume no obligation to update these forward-looking
statements to reflect actual results, changes in assumptions or changes in
other factors affecting such forward-looking statements.



                                     9

OVERVIEW AND PLAN OF OPERATION

You should read the following discussion in conjunction with the
consolidated financial statements and footnotes thereto included in the
Company's Quarterly Report on Form 10-QSB/A for the quarter ended September
30, 2005. The consolidated financial statements and related footnotes
included herein include the financial statements of Lion Capital Holdings,
Inc. Lion Capital Holdings, Inc. (the Issuer or Company or LCHI) was
organized under the laws of the State of Delaware in 1999. LCHI has one
subsidiary, Capita lCable and Wire, Inc., dba Austin Cable and Wire, which
was incorporated in 1997as a Texas corporation.

Austin Cable was acquired by LCHI in 1999 through the sale of a controlling
block of its stock, thus making Austin Cable a wholly-owned subsidiary of
LCHI. Austin Cable is in the business of assembling copper and fiber optic
specialty cables for distribution in the United States.
The Company produced specialty custom cable assemblies and harnesses for
various industries. A specialty custom cable or harness assembly is a
copper or fiber optic cable with connectors terminated at one or both ends.
The specialty custom cable assembly industry is one that services and
supplies a variety of other industries, which need wire harnesses and cable
assemblies for their products.

In 1999, LCHI also acquired all but one share of TIC Cables Electronica y
Suministros, S.A. de C.V., incorporated in Mexico in 1989, thus making TIC
a 99.99%-owned subsidiary of LCHI. As TIC is engaged in the design and
integration of systems for data and LCHIunications in Mexico, LCHI
management believed the acquisition would provide strategic competitive
advantages, which proved true throughout most of 2000. However, in 2001,
due to a lack of control over operations at TIC, the difficulty in the
Mexican economy and excessive losses at TIC's facilities in Mexico, LCHI's
Board of Directors, in a meeting held September 6, 2001, voted to abandon
TIC operations. LCHI has divested itself of its interest in TIC and is in
the process of returning all TIC shares to its president, Jesus Aguirre. We
have not legally transferred our ownership interest in TIC to Mr. Aguirre,
and based on consultation with legal counsel, LCHI does not have any
continuing or contingent liabilities related to TIC.

From its inception through mid 2003, the Company was engaged in the
business of manufacturing both copper and fiber optic specialty custom
cabling for the data and telecommunications industries. In addition to its
one subsidiary, Capital Cable & Wire, Inc., the company had aggressively
sought acquisitions to further increase its sales in this industry. The
Company had not, however, been successful in closing any acquisitions. As
such, management, together with the company's board of directors, decided
to forgo all such acquisition activities and has corporately decided to
shift its core business focus. The Company will no longer be principally
engaged in the business of manufacturing copper and fiber optic cables.
Capital Cable, dba Austin Wire & Cable, will continue to operate as a
subsidiary of Lion Capital Holdings, Inc., and will heretofore account for
100% of the Company's interests in the custom cable industry.




                                     10

Lion Capital is now seeking a reverse merger candidate.

Lion Capital was in discussions with Sun Motor, a reverse merger candidate,
based in China, but the discussions broke down due to certain frivolous
legal actions brought against Lion Capital by Elaine Selan vs Andrew Stack
et al. As of this filing, the trial judge has entered an order dismissing
with prejudice the claims of the plaintiff, Elaine Selan, but the
litigation continues as to Lion Capital's counterclaim and an attempt by a
third party, SIAD, US, Inc to intervene. Lion Capital filed a form 8-K/A
dated May 19, 2005 to this effect. Although the transaction with Sun Motor
has collapsed, Lion Capital continues to seek prospective merger
candidates, but, at the time of this report, has been unsuccessful in
finding a suitable candidate.

GOING CONCERN

As shown in the accompanying unaudited financial statements, the Company
incurred a net loss of $63,408 on revenues of $40,074 during the 3 month
period ended September 30, 2005 and, as of that date, the Company's current
and total liabilities exceeded its current and total assets by $1,791,787.
These factors, as well as the uncertain conditions that the Company faces
relative to capital raising activities, create an uncertainty as to the
Company's ability to continue as a going concern. The Company is seeking to
raise additional capital through public and/or private placement offerings,
targeting strategic partners in an effort to increase revenues, and
expanding revenues through strategic acquisitions. The ability of the
Company to continue as a going concern is dependent upon the success of
capital offerings or alternative financing arrangements and expansion of
its operations. The unaudited financial statements do not include any
adjustments that might be necessary should the Company be unable to
continue as a going concern. As of September 30, 2005, the Company had cash
and cash equivalents of $10,829. We will require additional funding during
the next 12 months to finance the growth of our current operations and
achieve our strategic objectives. Our management is actively pursuing
additional sources of financing sufficient to generate enough cash flow to
fund our operations through 2005 and 2006. However we cannot make any
assurances that such financing will be secured.

RESULTS OF OPERATIONS

Revenues for the 3 month period ended September 30, 2005 was $40,074,
compared to revenues of $0 for the same period ended September 30, 2004.
General and administrative costs for the 3 month period ended September 30,
2005 was $103,482 compared to $0 for the same period ended September 30,
2004.

For the 3 months ended September 30, 2005 the Company had a net loss of
$63,408 compared to a loss of $88,314 for the same period in 2004.



                                     11

ITEM 3.  DISCLOSURE CONTROLS AND PROCEDURES

Within the 90 days prior to the date of this Form 10-Q, the Company carried
out an evaluation, under the supervision and with the participation of the
Company's management, including the Company's Chief Executive Officer, of
the effectiveness of the design and operation of the Company's disclosure
controls and procedures pursuant to Exchange Act Rule 13a-14.  Based upon
that evaluation, the Company's Chief Executive Officer concluded that the
Company's disclosure controls and procedures are effective in timely
alerting them to material information relating to the Company required to
be included in the Company's periodic SEC filings.  There have been no
significant changes in the Company's internal controls or in other factors,
which could significantly affect internal controls subsequent to the date
the Company carried out its evaluation.

PART II.  OTHER INFORMATION

Item 6.   Exhibits and Reports on Form 8-K

(a) Exhibits.

     31.1      Certification pursuant to Section 302 of the Sarbannes-Oxley
               Act of 2002

     31.2      Certification pursuant to Section 906 of the Sarbannes-Oxley
               Act of 2002

(b) Reports on Form 8-K.

None.



                                 Signatures

     The undersigned officers certify that this Quarterly Report on Form
10-QSB complies with the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934, as amended, and the information contained
in such report fairly represents, in all material respects, the financial
condition and results of operations of the Company.

                              LION CAPITAL HOLDINGS, INC.

Date: November 4, 2005        /s/ Tim Page
                              --------------------------------------------
                                  Tim Page,
                                  President and Chief Executive Officer



                                     12