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 JUNE 30, 2005

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

                          Commission File No. 333-33890

                         POWER SAVE INTERNATIONAL, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

            NEVADA                                      88-0227424
-------------------------------             -----------------------------------
(State or Other Jurisdiction of             (I.R.S. Employer Identification No.)
Incorporation or Organization)

                4333 ADMIRALTY WAY, SUITE 100P, DEL REY, CA 90292
                -------------------------------------------------
                    (Address of Principal Executive Offices)

                                 (310) 821-2244
                 -----------------------------------------------
                 (Issuers Telephone Number, Including Area Code)

                                       N/A
     ---------------------------------------------------------------------
     (Former Name, Former Address and Former Fiscal Year, if Changed Since
                                  Last Report)

      Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.

Yes [X] No [ ]

                      APPLICABLE ONLY TO CORPORATE ISSUERS:

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

      Common Stock, $.001 par value per share, 9,676,311 shares were issued and
outstanding at November 7, 2005

      Transitional Small Business Disclosure Format (check one)

      Yes [ ] No [X]

<PAGE>
                         POWER SAVE INTERNATIONAL, INC.

                                TABLE OF CONTENTS

PAGE(S)     3   PART I - FINANCIAL INFORMATION

PAGE(S)     3   ITEM 1. FINANACIAL STATEMENTS

PAGE(S)     4   CONDENSED BALANCE SHEET AS OF JUNE 30, 2005 (UNAUDITED)

PAGE(S)     5   CONDENSED STATEMENTS OF OPERATION'S FOR THE THREE AND SIX MONTHS
                ENDED JUNE 30, 2005 AND 2004 (UNAUDITED)

PAGE(S)    6-7  CONDENSED STATEMENTS OF CASH FLOWS FOR THE SIX MONTHS ENDED
                JUNE 30, 2005 AND 2004 (UNAUDITED)

PAGE(S)   8-11  CONDENSED STATEMENT OF STOCKHOLDERS' EQUITY FOR THE SIX MONTHS
                ENDED JUNE 30, 2005 AND 2004 AND FROM INCEPTION MAY 8, 1987
                THROUGH THE SIX MONTHS ENDED JUNE 30, 2005 (UNAUDITED)

PAGE(S)    12   NOTES TO CONDENSED FINANCIAL STATEMENTS AS OF JUNE 30, 2005
                (UNAUDITED)

PAGE(S)  13-14  ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
                OPERATION

PAGE(S)  14-15  ITEM 3. CONTROLS AND PROCEDURES

PAGE(S)    15   PART II - OTHER INFORMATION

PAGE(S)    15   ITEM 1. LEGAL PROCEEDINGS

PAGE(S)    15   ITEM 2. CHANGES IN SECURITIES

PAGE(S)    15   ITEM 3. DEFAULTS UPON SENIOR SECURITIES

PAGE(S)    15   ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

PAGE(S)    15   ITEM 5. OTHER INFORMATION

PAGE(S)    15   ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
                  (a) Exhibits

PAGE(S)  17-18  CERTIFICATION

                                        2

<PAGE>
PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

As used herein, the term "Company" refers to Power Save International, Inc., a
Nevada corporation, and predecessors unless otherwise indicated. Unaudited,
condensed interim financial statements including a balance sheet for the Company
as of the quarter ended June 30, 2005 and statements of operations, and
statements of cash flows for the interim period up to the date of such balance
sheet and the comparable period of the preceding year are attached hereto and
are incorporated herein by this reference.

BASIS OF PRESENTATION

The accompanying unaudited financial statements are presented in accordance with
accounting principles generally accepted in the United States of America for
interim financial information and the instructions for Form 10-QSB and Item 300
under subpart A of Regulation S-B. Accordingly, they do not include all of the
information and footnotes required by accounting principles generally accepted
in the United States of America for complete financial statements. The
accompanying statements should be read in conjunction with the audited financial
statements for the years ended December 31, 2004. In the opinion of management,
all adjustments (consisting only of normal occurring accruals) considered
necessary in order to make the financial statements not misleading have been
included. Operating results for the six months ended June 30, 2005 are not
necessarily indicative of results that may be expected for the year ended
December 31, 2005. The financial statements are presented on the accrual basis.

                                        3

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                             CONDENSED BALANCE SHEET
                                  JUNE 30, 2005
                                   (UNAUDITED)

<TABLE>
<S>                                                                                        <C>
                                          ASSETS
   Cash                                                                                    $     3,884
   Note receivable                                                                              15,000
   Available for sale securities                                                               121,633
                                                                                           -----------
CURRENT ASSETS                                                                                 140,517

   Inventory                                                                                 4,000,000
   Investment                                                                                  500,000
   Intellectual property                                                                       400,000
                                                                                           -----------
TOTAL ASSETS                                                                               $ 5,040,517
                                                                                           ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES
   Accounts payable                                                                        $   152,066
   Wages payable                                                                                67,325
   Loans payable - related party                                                                 1,805
   Current loan payable                                                                        289,000
                                                                                           -----------

      Total Current Liabilities                                                                510,196
                                                                                           -----------

STOCKHOLDERS' EQUITY (DEFICIT)
   Preferred stock; 50,000,000 shares authorized; $.001 Par Value; 296,300 shares
      issued and outstanding                                                                       296
   Capital stock, $.001 Par Value; 50,000,000 shares authorized; 9,676,311 shares issued
      and outstanding                                                                            9,676
   Additional paid-in capital                                                                6,949,941
   Deficit accumulated during the development stage                                         (2,411,463)
   Accumulated other comprehensive loss                                                        (18,129)
                                                                                           -----------

      Total Stockholders' Equity                                                             4,530,321
                                                                                           -----------

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                                                $ 5,040,517
                                                                                           ===========
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                        4

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>
<CAPTION>
                                                 For the         For the        For the        For the
                                                  Three           Three           Six            Six
                                                 Months           Months         Months        Months        Inception
                                                  Ended           Ended          Ended          Ended         through
                                                June 30,         June 30,       June 30,       June 30,       June 30,
                                                  2005             2004          2005           2004           2005
                                              -------------    -----------    -----------    -----------    -----------
<S>                                           <C>              <C>            <C>            <C>            <C>
NET SALES                                     $           -    $         -    $         -    $         -    $   591,656

COST OF SALES                                             -              -              -              -        352,207
                                              -------------    -----------    -----------    -----------    -----------

GROSS MARGIN                                              -              -              -              -        239,449
                                              -------------    -----------    -----------    -----------    -----------

EXPENSES
   Research and Development                               -              -              -              -        119,554
   Reserve Against Product Rights                         -              -              -              -        244,000
   Impairment of Intellectual Property                    -              -              -              -        100,000
   Depreciation and Amortization                          -              -              -              -        550,510
   General and Administrative Expenses               69,284         16,417        128,942         30,625      1,400,893
                                              -------------    -----------    -----------    -----------    -----------


TOTAL OPERATING EXPENSES                             69,284         16,417        128,942         30,625      2,414,957
                                              -------------    -----------    -----------    -----------    -----------

NET LOSS FROM OPERATIONS                            (69,284)       (16,417)      (128,942)       (30,625)    (2,175,508)
                                              -------------    -----------    -----------    -----------    -----------

OTHER INCOME (EXPENSE)
   Gain(loss) on Sale of Marketable
      Securities                                      9,671              -         14,761              -        181,967
   Write down of Marketable Securities                    -              -              -              -       (364,326)
   Nonrefundable Option Income                            -              -              -              -         23,000
   Interest Expense                                    (518)             -         (1,264)             -       (116,398)
   Dividend and Interest Income                          10              -             11              -         13,015
   Other Income                                           -              -              -              -          1,684
   Forgiveness of Debt                                    -              -              -              -         25,103
                                              -------------    -----------    -----------    -----------    -----------

TOTAL OTHER INCOME (LOSS)                             9,163              -         13,508              -       (235,955)
                                              -------------    -----------    -----------    -----------    -----------

NET LOSS BEFORE INCOME TAXES                        (60,121)       (16,417)      (115,434)       (30,625)    (2,411,463)


PROVISION FOR INCOME TAXES                                -              -              -              -              -
                                              -------------    -----------    -----------    -----------    -----------

NET LOSS                                      $     (60,121)   $   (16,417)   $  (115,434)   $   (30,625)   $(2,411,463)
                                              -------------    -----------    -----------    -----------    -----------

BASIC AND DILUTED LOSS PER SHARE              $       (0.01)   $         -    $     (0.01)   $         -    $     (0.25)
                                              -------------    -----------    -----------    -----------    -----------
WEIGHTED AVERAGE SHARES OUTSTANDING               9,676,311      6,414,149      9,676,311      6,414,149      9,676,311
                                              =============    ===========    ===========    ===========    ===========
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                        5

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                 CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)

<TABLE>
<CAPTION>
                                                            For the        For the
                                                              Six            Six
                                                             Months         Months       Inception
                                                             Ended          Ended         Through
                                                            June 30,       June 30,        June
                                                              2005           2004        30, 2005
                                                          -----------    -----------    ------------
<S>                                                       <C>            <C>            <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Loss                                               $  (115,434)   $   (30,625)   $(2,411,463)
   Adjustments to reconcile net loss from net cash used
      in operating activities:
      Depreciation and amortization                                 -              -        550,510
      Impairment of Intellectual Property                           -              -        100,000
      Common Stock Issued for Lease                                 -              -        225,000
      Common Stock Issued for Services                              -              -          4,700
      (Gain) Loss on Sale of Securities                       (14,761)             -       (181,967)
      Write down of Marketable Securities                           -              -        364,326
      Contributed Interest                                          -              -         70,018
      Contributed Rent and Officer Compensation                     -              -        110,000
      Reserve against Assets and Liabilities                        -              -        244,000
   Changes in Assets and Liabilities:
      Increase (Decrease) in Accounts and Loans Payable       (45,100)        30,625         40,273
      Increase in Accrued Interest                                  -              -         32,382
      Increase (Decrease) in Wages Payable                     29,825              -         67,325
      Increase (Decrease) in Advances from Shareholder              -              -         93,863
                                                          -----------    -----------    -----------

         Net Cash Used By Operating Activities               (145,470)             -       (691,033)
                                                          -----------    -----------    -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
   Product Rights, Development Costs and Intangibles                -              -       (244,000)
   Purchase of Fixed Assets                                         -              -        (15,478)
   Notes Receivable                                           (15,000)             -        (15,000)
   Increase in Organization Costs                                   -              -        (36,408)
   Purchase of Marketable Securities                         (298,715)             -       (318,771)
   Proceeds from Sale of Marketable Securities                173,714              -        577,980
                                                          -----------    -----------    -----------
         Net Cash Used By Investing Activities               (140,001)             -        (51,677)
                                                          -----------    -----------    -----------

CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from Issuance of Common Stock, net                      -              -        369,212
   Proceeds from Debt                                         289,000              -        289,000
   Contributed Capital                                              -              -         88,382
                                                          -----------    -----------    -----------

         Net Cash Provided By Financing Activities            289,000              -        746,594
                                                          -----------    -----------    -----------

NET INCREASE (DECREASE) IN CASH                                 3,529              -          3,884

CASH - BEGINNING OF PERIOD                                        355              -              -
                                                          -----------    -----------    -----------

CASH - END OF PERIOD                                      $     3,884    $         -    $     3,884

                                                          ===========    ===========    ===========
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                        6

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                            For the        For the
                                                              Six            Six
                                                             Months         Months       Inception
                                                             Ended          Ended         Through
                                                            June 30,       June 30,         June
                                                              2005           2004        30, 2005
                                                          -----------    -----------    ------------
<S>                                                       <C>            <C>            <C>
SUPPLEMENTAL CASH FLOW INFORMATION:

   Stock Issued In Exchange for Goods and Services and
   Marketable Securities                                  $         -    $         -    $ 6,185,900
                                                          ===========    ===========    ===========

   Stock Issued In Exchange for License Fee               $         -    $         -    $   500,000
                                                          ===========    ===========    ===========

   Cash Paid for Interest                                 $         -    $         -    $     1,302
                                                          ===========    ===========    ===========

   Cash Paid for Income Taxes                             $         -    $         -    $         -
                                                          ===========    ===========    ===========
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                        7

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                  CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
         FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
            FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005

<TABLE>
<CAPTION>
                                                                                  Deficit
                                                                                Accumulated   Accumulated                   Compre-
                                                                    Additional  During the       Other         Total        hensive
                             Preferred Stock      Capital Stock      Paid-in    Development  Comprehensive  Stockholders'   Income
                             Shares    Amount     Shares    Amount    Capital      Stage     Income (Loss)     Equity       (Loss)
                           ---------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
<S>                        <C>        <C>       <C>        <C>      <C>         <C>          <C>            <C>            <C>
Issuance of shares for
   cash May 1987                   -  $      -    100,000  $   100  $    2,900            -              -  $       3,000
Issuance of shares for
   cash August 1987                -         -     63,433       63     279,877            -              -        279,940
Issuance of shares for
   product rights and
   other intangible
   assets                          -         -         33        -           -            -              -              -
Sale of shares to the
   public for $.30 per
   share-restated                  -         -     74,334       74      22,226            -              -         22,300
Deferred offering costs            -         -          -        -      (7,892)           -              -         (7,892)
Exchange of shares
   regarding pooling of
   interest of
   subsidiaries:
      Cancellation                 -         -    (63,467)     (63)         63            -              -              -
      Re-issuance                  -         -    396,767      397        (397)           -              -              -
Issuance of shares for
   services                        -         -     30,500       31         884            -              -            915
Cancellation of
   shares-former officer           -         -    (30,000)     (30)     (9,970)           -              -        (10,000)
Issuance of shares to
   A.P.S.I. merger                 -         -  5,144,000    5,144      39,856            -              -         45,000
Issuance of shares for
   prepaid lease and
   working capital                 -         -    449,000      449     249,551            -              -        250,000
Issuance of shares for
   services                        -         -     95,000       95       2,755            -              -          2,850
Conversion of debt to
   preferred stock            50,000        50          -        -     499,950            -              -        500,000
Exchange of preferred
   shares for oil and
   gas properties          2,000,000     2,000          -        -   9,998,000            -              -     10,000,000
Issuance of shares for
   services                        -         -    154,549      154       4,483            -              -          4,637
Additional contributed
   capital                         -         -          -        -      70,318            -              -         70,318
Net Loss from inception
   through December 31,
   1996                            -         -          -        -           -     (979,024)             -       (979,024) (979,024)
                           ---------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance-December 31,
   1996                    2,050,000     2,050  6,414,149    6,414  11,152,604     (979,024)             -     10,182,044
Net Loss for the year
   ended December 31,
   1997                                                                             (53,554)             -        (53,554)  (53,554)
                           ---------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance -December 31,
   1997                    2,050,000     2,050  6,414,149    6,414  11,152,604   (1,032,578)             -     10,128,490
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                        8

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                  CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
         FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
            FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005

<TABLE>
<CAPTION>
                                                                                  Deficit
                                                                                Accumulated   Accumulated                  Compre-
                                                                    Additional   During the      Other          Total      hensive
                             Preferred Stock       Capital Stock      Paid-in   Development  Comprehensive  Stockholders'   Income
                            Shares     Amount     Shares    Amount    Capital      Stage     Income (Loss)      Equity      (Loss)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
<S>                       <C>         <C>       <C>        <C>      <C>         <C>          <C>            <C>            <C>
Additional contributed
   capital                         -         -          -        -      24,000            -              -         24,000
Cancellation of
   preferred shares for
   oil and gas
   properties and other
   outstanding preferred
   shares                 (2,050,000)   (2,050)         -        -  (9,997,950)           -              -    (10,000,000)
Net loss for the year
   ended December 31,
   1998                            -         -          -        -           -     (315,441)             -       (315,441) (315,441)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance- December 31,
   1998                            -         -  6,414,149    6,414   1,178,654   (1,348,019)             -       (162,951)
Additional contributed
   capital                         -         -          -        -      35,545            -              -         35,545
Issuance of preferred
   shares for
   marketable securities     296,300       296          -        -     592,304            -              -        592,600
Comprehensive income:
   Net loss for the
      year ended
      December 31, 1999            -         -          -        -           -      (98,337)             -        (98,337)  (98,337)
   Other comprehensive
      income (loss)
      Unrealized gain
      on securities                -         -          -        -           -            -        339,060        339,060   339,060
                                                                                                                           --------
Comprehensive income               -         -          -        -           -            -              -              -   240,723
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance-December 31,
   1999                      296,300       296  6,414,149    6,414   1,806,503   (1,446,356)       339,060        705,917

Additional contributed
   capital                         -         -          -        -      14,000            -              -         14,000
Comprehensive income:
   Net loss for the
      year ended
      December 31, 2000            -         -          -        -           -     (288,381)             -       (288,381) (288,381)
   Other comprehensive
      income (loss)
      Unrealized loss
      on securities                -         -          -        -           -            -       (339,060)      (339,060) (339,060)
                                                                                                                           --------
Comprehensive income
   (loss)                          -         -          -        -           -            -              -              -  (627,441)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance-December 31,
   2000                      296,300       296  6,414,149    6,414   1,820,503   (1,734,737)             -         92,476

Additional contributed
   capital                         -         -          -        -      24,000            -              -         24,000
Comprehensive income:
   Net loss for the
      year ended
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                        9

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                  CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
         FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
            FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005

<TABLE>
<CAPTION>
                                                                                  Deficit
                                                                                Accumulated   Accumulated                   Compre-
                                                                    Additional   During the      Other         Total        hensive
                            Preferred Stock       Capital Stock      Paid-in    Development  Comprehensive  Stockholders'   Income
                            Shares     Amount    Shares    Amount    Capital       Stage     Income (Loss)     Equity        (Loss)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
<S>                       <C>         <C>       <C>        <C>      <C>         <C>          <C>            <C>            <C>
      December 31, 2001            -         -          -        -           -      (67,250)             -        (67,250)  (67,250)
   Other comprehensive
      income (loss)
      Unrealized loss on
      securities                   -         -          -        -           -            -         (2,992)        (2,992)   (2,992)
                                                                                                                           --------
Comprehensive income
   (loss)                          -         -          -        -           -            -              -              -   (70,242)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance-December 31, 2001    296,300       296  6,414,149    6,414   1,844,503   (1,801,987)        (2,992)        46,234

Additional contributed
   capital                         -         -          -        -      24,000            -              -         24,000
Comprehensive income:
   Net loss for the year
      ended December 31,
      2002                         -         -          -        -           -      (58,689)             -        (58,689)  (58,689)
   Other comprehensive
      income (loss)
      Unrealized loss on
      securities                   -         -          -        -           -            -         (6,840)        (6,840)   (6,840)
                                                                                                                           --------
Comprehensive income
   (loss)                          -         -          -        -           -            -              -              -   (65,529)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance-December 31, 2002    296,300       296  6,414,149    6,414   1,868,503   (1,860,676)        (9,832)         4,705
   Other comprehensive
      income (loss)
      Realized loss on
      securities                   -         -          -        -           -            -          9,832          9,832     9,832
   Net loss for the year
      ended December 31,
      2003                         -         -          -        -           -      (68,152)             -        (68,152)  (68,152)
                                                                                                                           --------
   Comprehensive income
      (loss)                       -         -          -        -           -            -              -              -   (58,320)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance - December 31,
   2003                      296,300  $    296  6,414,149    6,414   1,868,503   (1,928,828)             -        (53,615)
   Stock issued for
      Related party debt           -         -  2,162,162    2,162      77,838            -              -         80,000
   Stock issued
      for assets                   -         -  1,000,000    1,000   4,999,000            -              -      5,000,000
   Stock issued
      for services                 -         -    100,000      100       4,600            -              -          4,700
   Net loss for the year
      ended December 31,
      2004                         -         -          -        -           -     (367,201)             -       (367,201)
   Comprehensive income
      (loss)                       -         -          -        -           -            -              -              -  (367,201)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance - December 31,
   2004                      296,300  $    296  9,676,311  $ 9,676  $6,949,941  $(2,296,029)             -  $   4,663,884
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                       10

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                  CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY
         FOR THE PERIODS ENDED JUNE 30, 2004 AND 2005 AND FOR THE PERIOD
            FROM DATE OF INCEPTION MAY 8, 1987 THROUGH JUNE 30, 2005

<TABLE>
<CAPTION>
                                                                                  Deficit
                                                                                Accumulated   Accumulated                   Compre-
                                                                    Additional   During the      Other         Total        hensive
                             Preferred Stock       Capital Stock    Paid-in     Development  Comprehensive  Stockholders'   Income
                            Shares     Amount    Shares    Amount    Capital       Stage     Income (Loss)     Equity        (Loss)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
<S>                       <C>         <C>       <C>        <C>      <C>         <C>          <C>            <C>            <C>
   Net Loss for the Six
      Months Ended June
      30, 2005                     -         -          -        -           -     (115,434)             -       (115,434) (115,434)
   Unrealized Loss on
      Securities                   -         -          -        -           -            -        (18,129)       (18,129)  (18,129)
                                                                                                                           --------
   Comprehensive income
      (loss)                       -         -          -        -           -            -              -              -  (133,563)
                          ----------  --------  ---------  -------  ----------  -----------  -------------  -------------  --------
Balance - June 30, 2005      296,300  $    296  9,676,311  $ 9,676  $6,949,941  $(2,411,463) $     (18,129) $   4,530,321
                          ==========  ========  =========  =======  ==========  ===========  =============  =============
</TABLE>

     See accompanying notes to the unaudited condensed financial statements.

                                       11

<PAGE>

                         POWER SAVE INTERNATIONAL, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

NOTE 1  BASIS OF PRESENTATION
------  ---------------------

        The interim financial statements at June 30, 2005 and for the three
        month and six month periods ended June 30, 2005 and 2004 are unaudited,
        but include all adjustments which the Company considers necessary for a
        fair presentation. The accompanying unaudited financial statements are
        for the interim periods and do not include all disclosures normally
        provided in annual financial statements, and should be read in
        conjunction with the Company's Form 10-KSB for the year ended December
        31, 2004. The accompanying unaudited interim financial statements for
        the three month and six month periods ended June 30, 2005 and 2004, are
        not necessarily indicative of the results which can be expected for the
        entire year.

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

NOTE 2  DISPOSITION OF ASSETS
------  ---------------------

        In August 2004, Scott Balmer, the majority shareholder accepted all the
        assets of the Company as settlement of all the debt owed him. This
        resulted in the Company recording forgiveness of debt in the amount of
        $25,103.

NOTE 3  GOING CONCERN
------  --------------

        The Company's condensed consolidated financial statements have been
        presented on the basis that it is a going concern, which contemplates
        the realization of assets and the satisfaction of liabilities in the
        normal course of business. The Company has a net loss from operations of
        $115,434, negative working capital of $369,679 for the period ended June
        30, 2005. These matters raise substantial doubt about its ability to
        continue as a going concern. The consolidated financial statements do
        not include any adjustments that might be necessary if the Company is
        unable to continue as a going concern.

        Management believes that actions presently taken to expand its future
        operations and raise capital provide the opportunity for the Company to
        continue as a going concern.

                                       12

<PAGE>

Item 2. Management's Discussion and Analysis of Financial Conditions and Results
of Operations

The following discussion and analysis should be read in conjunction with our
financial statements and the accompanying notes. The following discussion and
analysis contains forward-looking statements, which involve risks and
uncertainties in the forward-looking statements. These forward-looking
statements may be impacted, either positively or negatively, by various factors.

Our actual results may differ significantly from the results, expectations and
plans discussed. This Report contains "forward looking statements" relating to
our company's current expectations and beliefs. These include statements
concerning operations, performance, financial condition, anticipated
acquisitions and anticipated growth.

Without limiting the generality of the foregoing, words such as "may", "will",
"would", "expect", "believe", "anticipate", "intend", "could", "estimate", or
"continue", or the negative or other variation thereof or comparable terminology
are intended to identify forward-looking statements. These statements by their
nature involve substantial risks and uncertainties which are beyond our
company's control. Should one or more of these risks or uncertainties
materialize or should our company's underlying assumptions prove incorrect,
actual outcomes and results could differ materially from those indicated in the
forward-looking statements.

General

Management is formulating the basis for acquisitions to complete its previously
announced business plan. Additional opportunities have arisen that may allow the
Company to expand the scope of business operations and more readily allow it to
acquire the capital it requires. No actual operations other than these have been
performed and none are anticipated until the first quarter of 2006.

Results of Operations

There were no revenues for the three and six months ended June 30, 2005 or the
three and six months ended June 30, 2004.

General and administrative expenses increased for the three and six months ended
June 30, 2005 compared to the same periods in 2004. These expenses were $69,284
and $128,942 for the three and six months ended June 30, 2005 and $16,417 and
$30,625 for the same periods in 2004, respectively. The increase for the three
months ended June 30, 2005 over the same period in 2004 came from an increase of
$7,800 in office expenses, $37,500 in wages, $5,700 in advertising and $3,527 in
employee benefits. The increase for the six months ended June 30, 2005 came from
increases of $75,000 in wages, $15,600 in office expenses, $5,700 in advertising
and $3,527 in employee benefits.

                                       13

<PAGE>

For the three and six months ended June 30, 2005 we recorded net losses of
$60,121 and $115,434, respectively. This compares with a net loss $16,417 and
$30,625 during the corresponding prior periods in 2004. The Company is still in
the developmental stage and is expected to continue to have losses until
operational businesses are introduced during fiscal year 2005 and 2006.

Liquidity

During the six months ended June 30, 2005, the Company's working capital
decreased. The Company received a loan of $289,000 during the six months ended
June 30, 2005. The Company does not currently have sufficient capital in its
accounts, nor sufficient firm commitments for capital to assure its ability to
meet its current obligations or to continue its planned operations. The Company
is continuing to pursue working capital and additional revenue through the
active search for the capital it needs to carry on its planned operations. There
is no assurance that any planned activities will be successful.

Capital Resources

As a result of its limited liquidity, the Company has limited access to
additional capital resources. The Company does not have the capital to totally
fund the obligations that have matured to any of its creditors and shareholders.

Though the obtaining of the additional capital is not guaranteed, the management
of the Company believes it will be able to obtain the capital required to meet
its current obligations and actively pursue its planned business activities
through the sale of its registered securities.

Operations

The operations of the Company are currently dormant. Until the Company obtains
the capital required to develop any properties or businesses and obtains the
revenues needed from its future operations in order to meet its obligations, the
Company will be dependent upon sources other than operating revenues to meet its
operating and capital needs.

Item 3. Controls and Procedures

Based on an evaluation by Mr. Smith, the chief financial officer of the company,
conducted as of a date within 90 days of the filing date of this quarterly
report, of the effectiveness of the company's disclosure controls and procedures
it has been concluded that, as of the evaluation date, (i) there were no
significant deficiencies or material weaknesses of the company's disclosure
controls and procedures, (ii) there were no significant changes in the internal
controls or in other factors that could significantly affect internal controls
subsequent to the evaluation date, and (iii) no corrective actions were required
to be taken.

                                       14

<PAGE>

The Company had no revenue during the first two quarters of 2005 and 2004. The
Company has been dormant in its operations and is currently pursuing business
combinations or the required capital needed to have current operations.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings

      None

Item 2. Change in Securities

      No changes in securities have occurred since the Company's last report as
      of March 31, 2005.

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.
            ---------

            31.01   President and CFO certification Pursuant to 18 USC
                    Section 1350, as adopted pursuant to Section 302 of
                    Sarbanes-Oxley Act of 2004

            32.01   President and CFO certification pursuant to section 906

      (b)   Reports on From 8-K.
            --------------------
            None

                                       15

<PAGE>

SIGNATURES

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

Power Save International, Inc.

/s/ Russell L. Smith
--------------------
BY: Russell L. Smith, President, Chief Financial Officer and Director
Dated: This 7th day of November 2005

                                       16