U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                           -------------------------

                                   FORM 10-QSB

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

                For the quarterly period ended September 30, 2005

|_|   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                         Commission File Number: 0-21419

                             clickNsettle.com, Inc.
                             ----------------------
           (Name of Small Business Issuer as Specified in Its Charter)

       Delaware                                         23-2753988
       --------                                         ----------
       (State or Other Jurisdiction                     (IRS Employer
       of Incorporation or Organization)                Identification No.)


                         990 Stewart Avenue, First Floor
                           GARDEN CITY, NEW YORK 11530
                           ---------------------------
                    (Address of Principal Executive Offices)

                                 (516) 794-8950
                                 --------------
                (Issuer's Telephone Number, Including Area Code)


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 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 |_|

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). 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 November 10, 2005, 9,929,056
shares of common stock of the issuer were outstanding.

Transitional Small Business Disclosure Format Yes |_| No |X|


                                       1
<PAGE>

                             CLICKNSETTLE.COM, INC.
                                      INDEX

PART I.   FINANCIAL INFORMATION                                             Page
                                                                            ----

ITEM 1.   FINANCIAL STATEMENTS

             Consolidated Balance Sheets at
              September 30, 2005 (unaudited)
              and June 30, 2005                                                3

             Consolidated Statements of Operations
              for the three month periods ended
              September 30, 2005 and 2004 (unaudited)                          4

             Consolidated Statements of Changes in
              Stockholders' Equity and Comprehensive
              Loss for the three month periods ended
              September 30, 2005 and 2004 (unaudited)                          5

             Consolidated Statements of Cash Flows
              for the three month periods ended
              September 30, 2005 and 2004 (unaudited)                          6

             Notes to Consolidated Financial Statements                        7

ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF
             FINANCIAL CONDITION AND RESULTS OF
             OPERATIONS                                                       11

ITEM 3.   CONTROLS AND PROCEDURES                                             16

PART II.  OTHER INFORMATION

             Item 6. Exhibits and Reports on Form 8-K                         17

             Signatures                                                       19


                                       2
<PAGE>

                     clickNsettle.com, Inc. and Subsidiaries
                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>
                                                                      September 30,          June 30,
                                                                          2005                 2005
                                                                    -----------------    -----------------
                                                                                           (derived from
                                                                                         audited financial
                                                                                            statements)
<S>                                                                 <C>                  <C>
                             ASSETS

CURRENT ASSETS
  Cash and cash equivalents including $191,698 to be used
        to pay related party buyer                                  $         388,495    $         870,684
  Prepaid expenses and other current assets                                     9,592               26,588
                                                                    -----------------    -----------------

                                                                    $         398,087    $         897,272
                                                                    =================    =================

              LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES
  Accounts payable                                                  $           1,633    $          11,655
  Due to related party buyer of discontinued operations                       191,698              620,798
  Accrued expenses and other liabilities                                       47,482               88,090
                                                                    -----------------    -----------------

     Total current liabilities                                                240,813              720,543
                                                                    -----------------    -----------------

COMMITMENTS AND CONTINGENCIES (See Notes)

STOCKHOLDERS' EQUITY
  Preferred stock - $.001 par value; 5,000,000 shares authorized;
     0 shares issued
  Common stock - $.001 par value; 25,000,000 shares authorized;
     10,181,554 shares issued                                                  10,182               10,182
  Additional paid-in capital                                               10,199,757           10,179,757
  Accumulated deficit                                                      (9,968,747)          (9,929,292)
  Common stock in treasury at cost, 252,498 shares                            (83,918)             (83,918)
                                                                    -----------------    -----------------

     Total stockholders' equity                                               157,274              176,729
                                                                    -----------------    -----------------

                                                                    $         398,087    $         897,272
                                                                    =================    =================
</TABLE>

The accompanying notes are an integral part of these statements.


                                       3
<PAGE>

                     clickNsettle.com, Inc. and Subsidiaries
                CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                       Three months ended September 30,
                                                                          2005                 2004*
                                                                    -----------------    -----------------
<S>                                                                 <C>                  <C>
Net revenues                                                                       --                   --

General and administrative expenses                                 $          40,853                   --

Interest income, net                                                            1,398                   --
                                                                    -----------------    -----------------

            Loss from continuing operations                         $         (39,455)                  --

Discontinued operations
            Loss from operations of discontinued business,
                 including loss on disposal of $69,657                             --    $        (180,477)
                                                                    -----------------    -----------------

                          NET LOSS                                  $         (39,455)   $        (180,477)
                                                                    =================    =================

Net loss per common share - basic and diluted
           From continuing operations                               $           (0.00)   $              --
           From discontinued operations                                            --                (0.02)
                                                                    -----------------    -----------------
                          NET LOSS                                  $           (0.00)   $           (0.02)
                                                                    =================    =================

Weighted-average shares outstanding - basic and diluted                     9,929,056            8,449,056
                                                                    =================    =================
</TABLE>

*Reclassified. See Note 2.

The accompanying notes are an integral part of these statements.


                                       4
<PAGE>

                     clickNsettle.com, Inc. and Subsidiaries
                      CONSOLIDATED STATEMENTS OF CHANGES IN
                   STOCKHOLDERS' EQUITY AND COMPREHENSIVE LOSS
           Three Months Ended September 30, 2005 and 2004 (unaudited)

<TABLE>
<CAPTION>
                                                                            Accumulated
                            Common stock      Additional                       other         Common         Total         Compre-
                       --------------------    paid-in      Accumulated    comprehensive    stock in    stockholders'     hensive
                         Shares     Amount     capital        deficit      income (loss)    treasury       equity          loss
                       -----------------------------------------------------------------------------------------------------------
<S>                    <C>          <C>       <C>           <C>            <C>              <C>         <C>              <C>
Balances at
 July 1, 2004           8,701,554   $ 8,702   $10,104,325   ($9,116,951)   $      51,422    ($83,918)   $     963,580
Net loss                                                       (180,477)                                     (180,477)   $(180,477)
Change in unrealized
 gain on marketable
 securities                                                                      (51,422)                     (51,422)     (51,422)
                                                                                                                         ---------

Comprehensive loss                                                                                                       $(231,899)
                                                                                                                         =========
                       ----------------------------------------------------------------------------------------------
Balances at
 September 30, 2004     8,701,554   $ 8,702   $10,104,325   $(9,297,428)   $          --    $(83,918)   $     731,681
                       ==============================================================================================

Balances at
 July 1, 2005          10,181,554    10,182    10,179,757    (9,929,292)                     (83,918)         176,729
Imputed contribution
 to capital for
 accounting services
 provided by Buyer                                 20,000                                                      20,000
Net loss                                                        (39,455)                                      (39,455)   $ (39,455)

                                                                                                                         ---------
Comprehensive loss                                                                                                       $ (39,455)
                                                                                                                         =========
                       ----------------------------------------------------------------------------------------------
Balances at
 September 30, 2005    10,181,554    10,182    10,199,757    (9,968,747)              --     (83,918)         157,274
                       ==============================================================================================
</TABLE>

The accompanying notes are an integral part of these statements.


                                       5
<PAGE>

                     clickNsettle.com, Inc. and Subsidiaries
                CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
                        Three months ended September 30,

<TABLE>
<CAPTION>
                                                                          2005                 2004*
                                                                    -----------------    -----------------
<S>                                                                 <C>                  <C>
Cash flows from operating activities
   Net loss                                                         $         (39,455)   $        (180,477)
   Adjustments to reconcile net loss to net cash used in
    operating activities
      Imputed contribution to capital for accounting services
       provided by Buyer                                                       20,000
      Increase in assets and liabilities of discontinued
       operations, net                                                                              84,956
      Changes in operating assets and liabilities
         Decrease in prepaid expenses and other current assets                 16,996
         Decrease in amount due to related party buyer of
          discontinued operations                                            (429,100)
         Decrease in accounts payable, accrued expenses
          and other liabilities                                               (50,630)
                                                                    -----------------    -----------------
      Net cash used in operating activities                                  (482,189)             (95,521)
                                                                    -----------------    -----------------

Cash flows from investing activities
   Net cash provided by investing activities of
    discontinued operations                                                        --              331,470
                                                                    -----------------    -----------------
       Net cash provided by investing activities                                   --              331,470
                                                                    -----------------    -----------------

Cash flows from financing activities
                                                                    -----------------    -----------------
       Net cash used in financing activities                                       --                   --
                                                                    -----------------    -----------------

       NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS                  (482,189)             235,949

Cash and cash equivalents at beginning of period                              870,684              730,869

                                                                    -----------------    -----------------
Cash and cash equivalents at end of period                          $         388,495    $         966,818
                                                                    =================    =================
</TABLE>

*Reclassifed. See Note 2.

The accompanying notes are an integral part of these statements.


                                       6
<PAGE>

                     CLICKNSETTLE.COM, INC. and SUBSIDIARIES

                   Notes to Consolidated Financial Statements
                      Three months ended September 30, 2005
                                   (Unaudited)

1. The  consolidated  balance  sheet as of  September  30,  2005 and the related
consolidated  statements  of  operations  for  the  three  month  periods  ended
September  30,  2005 and 2004  have been  prepared  by  clickNsettle.com,  Inc.,
including  the  accounts  of its  wholly-owned  subsidiaries.  In the opinion of
management,  all adjustments  necessary to present fairly the financial position
as of September  30, 2005 and for all periods  presented,  consisting  of normal
recurring adjustments, have been made. Results of operations for the three-month
period ended September 30, 2005 are not necessarily  indicative of the operating
results expected for the full year.

These consolidated  financial  statements should be read in conjunction with the
consolidated  financial statements and notes thereto for the year ended June 30,
2005 included in the  Company's  Annual  Report on Form 10-KSB.  The  accounting
policies used in preparing these consolidated  financial statements are the same
as those described in the June 30, 2005 consolidated financial statements.

As a result of continued  losses,  the use of cash to operate as a publicly-held
shell company and the uncertainty as to the Company's ability to effect a merger
or a similar  transaction  with the  intent to  acquire  a  different  operating
business (see Note 2), there is substantial doubt about the Company's ability to
continue as a going concern. The Company's  independent auditors have included a
going  concern  paragraph  in their  report  on the June 30,  2005  consolidated
financial statements which have been prepared assuming the Company will continue
as  a  going  concern.  Accordingly,  the  accompanying  consolidated  financial
statements do not include any adjustments  that may result should the Company be
unable to continue as a going concern.

2.  In  July  2004,  the  Board  of  Directors   decided  to  explore  strategic
alternatives for the Company in an effort to protect shareholder value.

On October 18,  2004,  the Company  entered  into a  definitive  asset  purchase
agreement with National Arbitration and Mediation, Inc. (the "Buyer"), a company
affiliated with the Company's Chief Executive Officer, Roy Israel. The agreement
provided  that the Buyer  would  acquire  the  assets of the  Company's  dispute
resolution  business  (the "ADR  business")  and assume all  current  and future
liabilities  and  commitments  of the ADR business.  The agreement also provided
that a minimum of $200,000 in cash was to remain with the Company  before giving
affect to  transaction  costs.  A portion of this cash has been  utilized by the
Company to pay for the costs  associated  with the sale of the ADR  business and
the balance has been and will be used for continued public reporting obligations
and  potentially  to  acquire a new  operating  business  or enter into a merger
transaction.

The Board of Directors had received an opinion,  dated October 15, 2004, from an
unrelated party, Capitalink, L.C., that, as of that date, based upon and subject
to the assumptions made, matters considered and limitations on its review as set
forth in the opinion,  the  purchase  consideration  was fair,  from a financial
point of view, to the Company's unaffiliated stockholders.

On January  13,  2005,  at the annual  meeting of  shareholders,  the  Company's
shareholders  approved  the  transaction.  Immediately  thereafter,  the Company
completed  the sale of the ADR  business.  In  connection  therewith,  the Buyer
assumed the current and future commitments of


                                       7
<PAGE>

the  Company.  Specifically,  the  Company  has been  released  from  its  lease
agreements  for office space in Great Neck and  Brooklyn,  New York and from its
employment   agreements  with  its  President  and  Chief   Financial   Officer.
Additionally,  the Buyer has guaranteed the payments due on the remainder of the
Company's  automobile lease (which approximated $15,400 in total as of September
30, 2005).  The Buyer has assumed the  remaining  payments due on the lease of a
postage meter (which  approximated $350 in total as of September 30, 2005) until
such time as the lessor  issues a release  of  liability  to the  Company or the
lease expires. Also, as of September 30, 2005, the Company remained contingently
liable for additional payables and other items of approximately $272,600 assumed
by the Buyer but not paid as of that date.

The loss from discontinued operations, including the loss on disposal of the
discontinued operations, for the three months ended September 30, 2004 include
the following:

<TABLE>
<CAPTION>
                                                              Three months ended September 30,
                                                                           2004
                                                              --------------------------------
<S>                                                                    <C>
Loss from operations of discontinued business                          ($110,820)

Loss from disposal: Transaction costs of sale                            (69,657)
                                                                       ---------

       Loss from discontinued operations                               ($180,477)
                                                                       =========
</TABLE>

As the sale was not  completed  until  January 13, 2005,  the loss from disposal
through September 30, 2004 included  professional fees to an investment  banking
firm and legal fees related to services  rendered in connection with the sale of
the Company's ADR business.

The results from  discontinued  operations for the three months ended  September
30, 2004 follow:

<TABLE>
<CAPTION>
                                                                 Three months ended
                                                                 September 30, 2004
                                                                 ------------------
<S>                                                                    <C>
Net Revenues                                                           $ 770,394
                                                                       ---------

Operating costs and expenses
        Costs of services                                                166,736
        Sales and marketing expenses                                     253,597
        General and administrative expenses                              508,964
        Loss on impairment of furniture and equipment                      1,066
                                                                       ---------
                                                                         930,363
                                                                       ---------
             Loss from operations                                       (159,969)
                                                                       ---------
Other Income
        Investment income                                                 45,701
        Interest and dividends                                             2,935
        Other income                                                         513
                                                                       ---------
                                                                          49,149
                                                                       ---------

             Loss from operations of discontinued business             $(110,820)
                                                                       =========
</TABLE>


                                       8
<PAGE>

Pursuant to the asset purchase agreement, as of January 13, 2005, the total cash
to be retained by the Company was  $254,331  before  unpaid  transaction  costs,
taxes, other payables and accrued liabilities.  This amount was determined based
upon the Company's  financial  statements as of that date without adjustment for
any subsequent  realization of assets,  incurrence of any additional liabilities
or resolution of contingencies by the Buyer. Although the liabilities and assets
other than cash were transferred to the Buyer as of January 13, 2005, all of the
cash balances have yet to be  transferred as of September 30, 2005. As a result,
the  accompanying  balance  sheet shows cash and cash  equivalents  of $388,495.
However, as of September 30, 2005, the Company has a balance due to the Buyer in
the amount of $191,698.  This amount  includes  interest due from the Company to
the Buyer on the  unpaid  balance.  The  interest  rate  charged is equal to the
interest  rate earned on invested  balances.  The interest  charge for the three
months ended September 30, 2005 and 2004 was $2,155 and $0, respectively.  As of
September 30, 2005, the total accrued interest charges were $6,284, all of which
was accrued and unpaid.  A portion of the total balance due to the Buyer, in the
amount of $50,000, was transferred to the Buyer in November 2005.

The costs of the  transaction,  which  have been paid by the  Company,  included
legal,  accounting,  tax advice and the cost of the fairness opinion. During the
three months ended  September  30, 2004,  the Company  incurred  $69,657 of such
costs, which are included in the loss on sale of discontinued  operations on the
accompanying statement of operations.

Since the  consummation  of the sale,  the  Company has no  operating  business.
Currently,  the Company is actively  searching for a new  operating  business to
acquire or to enter into a merger  transaction.  There can be no assurances that
an  operating  entity  will be  acquired  or that a merger  transaction  will be
consummated.

The prior period financial statements have been reclassified to show the assets,
liabilities and results of operations as discontinued operations.

3. Basic  earnings per share are based on the weighted  average number of common
shares  outstanding  without  consideration of potential  common stock.  Diluted
earnings  per  share  are based on the  weighted-average  number  of common  and
potential  common shares  outstanding.  The  calculation  takes into account the
shares that may be issued upon exercise of stock  options and warrants,  reduced
by the shares that may be repurchased with the funds received from the exercise,
based on the average price during the period.  Diluted earnings per share is the
same as basic  earnings  per share as  potential  common  shares of 448,990  and
6,090,290, at September 30, 2005 and 2004,  respectively,  would be antidilutive
as the Company  incurred net losses for the three month periods ended  September
30, 2005 and 2004.

4. In December 2002, the Financial  Accounting  Standards  Board ("FASB") issued
Statement of Financial  Accounting Standards No. 148 "Accounting for Stock-Based
Compensation  - Transition  and  Disclosure,  an amendment of FASB Statement No.
123" ("SFAS No. 148"). SFAS No. 148 encourages,  but does not require, companies
to record compensation cost for stock-based compensation plans at fair value. In
addition,  SFAS  No.  148  provides  alternative  methods  of  transition  for a
voluntary  change to the fair value based method of accounting  for  stock-based
employee  compensation  and amends the disclosure  requirements  of Statement of
Financial Accounting Standards No. 123 "Accounting for Stock-Based Compensation"
("SFAS  No.  123").  SFAS  No.  148  requires  disclosures  in  the  summary  of
significant  accounting policies in both annual and interim financial statements
about the method of accounting for  stock-based  employee  compensation  and the
effect of the method used on reported results.


                                       9
<PAGE>

The Company adopted,  effective December 31, 2002, the disclosure  provisions of
SFAS No. 148 and  continues to account for  stock-based  compensation  using the
intrinsic value method prescribed in Accounting Principles Board Opinion No. 25,
"Accounting  for  Stock  Issued  to  Employees"  and  related   interpretations.
Accordingly,  compensation expense cost is not recognized for options granted to
employees and to members of the board of directors when such options are granted
to board members in their  capacity as directors.  The fair value of each option
grant is estimated on the date of grant using the  Black-Scholes  option-pricing
model. The following table illustrates the effect on net loss and loss per share
if the Company had applied the fair value recognition provisions of SFAS No. 123
to stock-based employee  compensation.  As of January 13, 2005, upon the sale of
the Company's operating business, in accordance with the Company's Incentive and
Nonqualified  Stock Option Plan (the "Stock  Plan"),  all  outstanding  unvested
employee stock options vested as of that date. As the Company did not retain any
employees  subsequent to the sale, all employee  options expired at the close of
business on April 13, 2005 unless they were exercised prior thereto.

<TABLE>
<CAPTION>
                                                                       Three months ended September 30,
                                                                          2005                 2004
                                                                    -----------------    -----------------
<S>                                                                 <C>                  <C>
Net loss, as reported                                               $         (39,455)   $        (180,477)
Deduct: Total stock-based employee
compensation expense determined under
fair value-based method for all awards,
net of related tax effects                                                         --              (12,993)
                                                                    -----------------    -----------------

Proforma net loss                                                   $         (39,455)   $        (193,470)
                                                                    -----------------    -----------------

Net loss per common share:
   Basic and diluted - as reported                                  $           (0.00)   $           (0.02)
   Basic and diluted - pro forma                                    $           (0.00)   $           (0.02)
</TABLE>

During the three-month periods ended September 30, 2005 and 2004, the Company
did not grant any options and no options were exercised during such three-month
periods, respectively.

5. In December 2004, the FASB issued Statement of Financial  Accounting Standard
No.  123  (R),  "Share-based  Payment"  ("SFAS  No.  123R").  SFAS  No.  123 (R)
establishes  standards for the  accounting for  transactions  in which an entity
exchanges its equity  instruments for goods or services.  This statement focuses
primarily on accounting for  transactions  in which an entity  obtains  employee
services in share-based payment transactions. SFAS No. 123 (R) requires that the
fair  value of such  equity  instruments  be  recognized  as an  expense  in the
historical financial statements as services are performed. Prior to SFAS No. 123
(R), only certain pro forma  disclosures of fair value were  required.  SFAS No.
123 (R) is effective for public entities that file as small business  issuers as
of the beginning of the annual  reporting  period that begins after December 31,
2005 and,  thus,  will be effective  for us beginning  with the first quarter of
fiscal year 2007.  The  adoption  of this  statement  is not  expected to have a
material impact on the financial statements of the Company


                                       10
<PAGE>

           MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
                            AND RESULTS OF OPERATIONS

      From time to time,  including  in this  quarterly  report on Form  10-QSB,
clickNsettle.com,  Inc.  (the  "Company"  or "we") may  publish  forward-looking
statements  relating  to such  matters  as  anticipated  financial  performance,
business prospects,  future operations,  new products,  research and development
activities and similar matters. The Private Securities  Litigation Reform Act of
1995 provides a safe harbor for forward-looking  statements.  In order to comply
with the terms of the safe harbor, we note that a variety of factors could cause
our actual results to differ  materially from the  anticipated  results or other
expectations expressed in our forward-looking statements.

                                  RISK FACTORS

      We face risks.  These risks include those  described below and may include
additional  risks of which we are not  currently  aware or which we currently do
not believe are material. If any of the events or circumstances described in the
following  risks  actually  occurs,  our  financial   condition  or  results  of
operations  could  be  adversely  affected.   These  risks  should  be  read  in
conjunction with the other information set forth in this report.

We do Not have an Operating Business and if the Company Acquires a New Business,
the Shareholders Shall Suffer Significant Dilution

      On January 13,  2005,  the Company sold its ADR  business.  The Company is
searching  for an  operating  entity  to  acquire  or to  enter  into  a  merger
transaction.  There  can be no  assurances  that  an  operating  entity  will be
acquired  or that a  merger  transaction  will be  consummated.  Also,  the cash
retained by the Company may not be  sufficient  to pay for the costs  associated
with  continued  public  reporting  obligations  and to acquire a new  operating
business or to enter into a merger transaction. In addition, if the Company does
acquire a new  operating  business  or enters into a merger  transaction,  it is
expected that such  transaction will be accomplished by the issuance of stock of
the Company, resulting in significant dilution.

We have  Recent,  and  Anticipate  Continuing,  Losses  and have  Going  Concern
Considerations

      We have incurred  operating  losses during the last nine years and through
September  30,  2005.  Going  forward,  if we do not acquire  another  operating
business, there will be no future revenues being generated. However, the Company
will continue to incur costs for continued public reporting  obligations.  Also,
it is likely that in order to acquire a new operating  business or to enter into
a merger  transaction,  costs will be incurred.  There can be no assurances that
the cash on hand will be sufficient to cover such costs. Therefore,  the results
of our  operations  and our financial  condition may be materially and adversely
affected.


                                       11
<PAGE>

      The Company's independent auditors have included a going concern paragraph
in their report on the June 30, 2005  consolidated  financial  statements  which
have been prepared  assuming the Company will continue as a going concern.  As a
result of continued losses, the use of cash to operate as a publicly-held  shell
company and the uncertainty as to the Company's  ability to effect a merger or a
similar transaction with the intent to acquire a new operating  business,  there
is substantial doubt about the Company's ability to continue as a going concern.

Our Current Stockholders Have the Ability to Exert Significant Control

      Our executive officers,  directors,  and their affiliates beneficially own
5,148,646 shares or approximately  51.85% of the common stock  outstanding based
on 9,929,056 shares of common stock outstanding as of November 10, 2005. Of that
number, Mr. Israel, our CEO, beneficially owns 3,525,788 shares or approximately
35.5% of the common stock. As a result, these stockholders acting in concert may
have  significant  influence  on  votes to  elect  or  remove  any or all of our
directors and to control  substantially all corporate activities in which we are
involved, including tender offers, mergers, proxy contests or other purchases of
common stock.

Our  Common  Stock is Traded on the NASD OTC  Electronic  Bulletin  Board and is
subject to the Penny Stock Rules

            Trading in our securities has been conducted in the over-the-counter
market in the NASD's OTC Electronic Bulletin Board. As a result, an investor may
find it more difficult to purchase, dispose of and obtain accurate quotations as
to the value of our securities.

            In addition,  as the trading price of our common stock has been less
than  $5.00 per  share,  trading  in our  common  stock is also  subject  to the
requirements of Rule 15g-9 under the Securities Exchange Act of 1934. Under that
rule,  broker/dealers who recommend such low-priced  securities to persons other
than established  customers and accredited  investors must satisfy special sales
practice   requirements,   including  (a)  a  requirement   that  they  make  an
individualized  written  suitability  determination  for the  purchaser  and (b)
receive the purchaser's written consent prior to the transaction.

            The  Securities  Enforcement  Remedies and Penny Stock Reform Act of
1990 also requires additional disclosure in connection with any trades involving
a stock defined as a penny stock  (generally,  any equity security not traded on
an exchange or quoted on The NASDAQ  SmallCap  Market that has a market price of
less than $5.00 per share),  including  the  delivery,  prior to any penny stock
transaction,  of a disclosure schedule explaining the penny stock market and the
risks associated  therewith.  Such requirements  could severely limit the market
liquidity  of our  securities  and the  ability  of  stockholders  to sell their
securities in the secondary market.

                             RESULTS OF OPERATIONS

Overview

      Since the consummation of the sale, the Company has no operating business.
Currently,  the Company is actively  searching for a new  operating  business to
acquire or to enter into a merger


                                       12
<PAGE>

transaction.  There  can be no  assurances  that  an  operating  entity  will be
acquired or that a merger transaction will be consummated.

Selection of a Business

      The  Company is now  considering  business  opportunities  either  through
merger or merger  transactions that might create value for our stockholders.  We
have no day-to-day operations at the present time. The officers and directors of
the Company devote limited time and attention to the affairs of the Company. The
Company may have to wait some time before  consummating a suitable  transaction.
The Company  does not intend to restrict  its  consideration  to any  particular
business or industry segment.

      However, due to the Company's limited financial  resources,  the scope and
number of  suitable  candidate  business  ventures  available  is  limited.  The
decision to participate  in a specific  business  opportunity  will be made upon
management's  analysis  of  the  quality  of the  other  firm's  management  and
personnel, the anticipated  acceptability of its products or marketing concepts,
the merits of its technology  and numerous other factors.  Since the Company may
participate in a business  opportunity with a newly organized business or with a
business which is entering a new phase of growth, the Company may incur risk due
to the  failure of the  target's  management  to have  proven its  abilities  of
effectiveness, or the failure to establish a market for the target's products or
services or the failure to realize profits.

Acquisition of a Business

      With  respect to any  mergers or  acquisitions,  negotiations  with target
company  management  will be expected to focus on the  percentage of the Company
that  target   company   stockholders   would  acquire  in  exchange  for  their
stockholdings  in the target company.  Depending upon,  among other things,  the
target company's assets and liabilities,  the Company's stockholders will in all
likelihood  hold a substantially  lesser  percentage  ownership  interest in the
Company following any merger or acquisition.  Typically,  in these transactions,
which are commonly  called  reverse  acquisitions,  voting control of the merged
company  changes from the  stockholders  of the  pre-existing  public company to
those of the target company.  Any merger or acquisition  effected by the Company
can be expected  to have a  significant  dilutive  effect on the  percentage  of
shares held by the Company's stockholders immediately preceding the transaction.

First Quarter Ended September 30, 2005 Compared to First Quarter Ended September
30, 2004

      The Company sold its sole operating business, ADR services, on January 13,
2005.  Since that time,  the  Company  has not had an  operating  business.  The
financial  statements  for the  quarter  ended  September  30,  2004  have  been
reclassified  to show the  results of  operations  as  discontinued  operations.
Currently,  the Company is actively  searching for a new  operating  business to
acquire or to enter into a merger  transaction.  There can be no assurances that
an  operating  entity  will be  acquired  or that a merger  transaction  will be
consummated.

      Loss from continuing  operations.  The loss from continuing operations was
$39,455 for the three  months ended  September  30, 2005 versus $0 for the three
months ended September 30, 2004. The Company sold its sole operating business on
January 13, 2005. Loss from continuing  operations  primarily  reflects expenses
incurred by the Company to maintain its  existence as a publicly  traded  entity
including its public reporting obligations subsequent to the sale of its


                                       13
<PAGE>

operating business. Such expenses include insurance, audit fees and legal costs.
Continuing  operations  in fiscal year 2006 also reflects the cost of accounting
services  that were  contributed  by the Buyer  pursuant  to the asset  purchase
agreement.  Such services,  valued at $20,000,  were performed from July 1, 2005
through  September  30, 2005 and included the  preparation  of the June 30, 2005
financial  statements  and related  year-end  SEC  filings.  Such value has been
recorded as an imputed charge on the statement of operations  with an equivalent
offset  to  additional  paid-in  capital.  There  was no  loss  from  continuing
operations  in the three  months  ended  September  30,  2004 as the  results of
operations for that period have been reclassified as discontinued operations.

      Loss from discontinued  operations.  Loss from discontinued operations was
$0 for the three months ended  September 30, 2005 versus  $180,477 for the three
months ended  September 30, 2004. The loss for the three months ended  September
30, 2004 includes transaction costs incurred to affect the sale. The transaction
costs incurred through September 30, 2004 were $69,657 and included professional
fees to an investment  banking firm and legal fees related to services  rendered
in  connection  with the  sale of the  Company's  ADR  business.  The loss  from
operations of the discontinued business for the three months ended September 30,
2004 was  $110,820  and  includes  net revenues and net expenses of $770,394 and
$930,363 respectively. Offsetting this loss was gains on sales of investments of
$45,701 as the Company sold its entire portfolio of marketable securities during
the first  quarter of fiscal year 2005.  Additionally,  during the first half of
the 2005 fiscal year, the Company had been exploring  strategic  alternatives to
preserve  shareholder value. In furthering that goal, the Company had instituted
cost cutting  measures with respect to salaries and related  costs  (including a
15% salary reduction for employees earning more than $100,000 per annum), travel
and  entertainment,  advertising,  auto  expenses  and legal fees.  Furthermore,
during the three  months  ended  September  30,  2004,  the Company  recorded no
depreciation  expense as the Company had recorded a loss from  impairment on its
furniture and fixtures at the end of the prior fiscal year.

      Income  Taxes.  Tax benefits  resulting  from net losses  incurred for the
three  months  ended  September  30,  2005 and 2004  were not  recognized  as we
recorded a full valuation allowance against the net operating loss carryforwards
during the periods.

      Net Loss. For the three months ended September 30, 2005, we had a net loss
of $39,455 as  compared  to a net loss of $180,477  for the three  months  ended
September 30, 2004. The loss decreased as the Company is no longer operating the
ADR  business  which  had not been  profitable  in the prior  quarterly  period.
Additionally,  the loss in the three months ended  September  30, 2004  included
$69,657 of  transaction  costs  incurred in connection  with the sale of the ADR
business.

Liquidity and Capital Resources

      At  September  30,  2005,  the  Company had a working  capital  surplus of
$157,274  as compared to  $176,729  at June 30,  2005.  The  decrease in working
capital  occurred  primarily  as a result of the net loss.  The  Company  has no
operating business.

      Net cash used in  operating  activities  was $482,189 for the three months
ended September 30, 2005 versus $95,521 for the three months ended September 30,
2004.  Cash used in operating  activities  (including  discontinued  operations)
principally increased as the Company paid down a large portion of the amount due
to the Buyer of the ADR operations during August 2005.


                                       14
<PAGE>

      Net cash  provided by  investing  activities  was $0 for the three  months
ended  September 30, 2005 versus  $331,470 for the three months ended  September
30, 2004. The change in cash from investing  activities was  principally  due to
the fact that during the first quarter of fiscal year 2005, the Company sold its
marketable  securities and its certificates of deposit matured,  the proceeds of
which were invested primarily in money market funds.

      On January 13, 2005, at the annual meeting of shareholders,  the Company's
shareholders approved the sale of the ADR business and such sale was immediately
consummated thereafter.  In connection therewith,  the Buyer assumed the current
and future  commitments  of the  Company.  Specifically,  the  Company  has been
released from its lease  agreements for office space in Great Neck and Brooklyn,
New York and  from its  employment  agreements  with  its  President  and  Chief
Financial  Officer.  Additionally,  the Buyer has guaranteed the payments due on
the remainder of the Company's  automobile lease (which approximated  $15,400 in
total as of September  30, 2005).  The Buyer has assumed the remaining  payments
due on the  lease of a postage  meter  (which  approximated  $350 in total as of
September  30, 2005) until such time as the lessor issues a release of liability
to the Company or the lease expires. Also, as of September 30, 2005, the Company
remained  contingently  liable  for  additional  payables  and  other  items  of
approximately $272,600 assumed by the Buyer but not paid as of that date.

      Pursuant to the asset  purchase  agreement,  as of January 13,  2005,  the
total cash to be retained by the Company was $254,331 before unpaid  transaction
costs, taxes, other payables and accrued liabilities. This amount was determined
based upon the Company's financial statements as of that date without adjustment
for  any  subsequent  realization  of  assets,   incurrence  of  any  additional
liabilities or resolution of  contingencies by the Buyer. A portion of this cash
has been utilized by the Company to pay for the costs  associated  with the sale
of the ADR  business  and the  balance  has been and will be used for  continued
public reporting obligations and potentially to acquire a new operating business
or enter into a merger  transaction.  Although the  liabilities and assets other
than cash were  transferred to the Buyer as of January 13, 2005, all of the cash
balances have yet to be transferred  as of September 30, 2005. As a result,  the
accompanying balance sheet shows cash and cash equivalents of $388,495. However,
as of  September  30,  2005,  the  Company has a balance due to the Buyer in the
amount of $191,698.  This amount  includes  interest due from the Company to the
Buyer on the unpaid balance.  The interest rate charged is equal to the interest
rate earned on invested balances. The interest charge for the three months ended
September 30, 2005 and 2004 was $2,155 and $0, respectively. As of September 30,
2005, the total accrued interest  charges were $6,284,  all of which was accrued
and unpaid.  A portion of the total  balance due to the Buyer,  in the amount of
$50,000, was transferred to the Buyer in November 2005.

      The  costs  of the  transaction,  which  have  been  paid by the  Company,
included  legal,  accounting,  tax advice and the cost of the fairness  opinion.
During the three months ended September 30, 2004, the Company  incurred  $69,657
of such costs, which are included in the loss on sale of discontinued operations
on the accompanying statement of operations.

      Since the consummation of the sale, the Company has no operating business.
Currently,  the Company is actively  searching for a new  operating  business to
acquire or to enter into a merger  transaction.  There can be no assurances that
an  operating  entity  will be  acquired  or that a merger  transaction  will be
consummated.

      As a  result  of  continued  losses,  the  use of  cash  to  operate  as a
publicly-held  shell company and the uncertainty as to the Company's  ability to
effect a merger  or a  similar  transaction  with the  intent  to  acquire a new
operating business, there is substantial doubt about


                                       15
<PAGE>

the Company's ability to continue as a going concern. The Company's  independent
auditors have included a going concern paragraph in their report on the June 30,
2005  consolidated  financial  statements which have been prepared  assuming the
Company  will  continue  as  a  going  concern.  Accordingly,  the  accompanying
consolidated financial statements do not include any adjustments that may result
should the Company be unable to continue as a going concern.

                             CONTROLS AND PROCEDURES

            Our  disclosure  controls and procedures are designed to ensure that
material  information  relating  to the  Company  are made  known  to our  Chief
Executive  Officer  ("CEO"),  Chief Financial  Officer ("CFO") and others in the
Company involved in the preparation of this quarterly  report,  by others within
the  Company.  Our  CEO  and CFO  have  reviewed  our  disclosure  controls  and
procedures  within 90 days prior to the filing of this quarterly report and have
concluded  that they are  effective.  There were no  significant  changes in our
internal controls or other factors that could significantly  affect our internal
controls subsequent to the last date they were reviewed by our CEO and CFO.


                                       16
<PAGE>

                      PART II - OTHER INFORMATION

Item 1.     Legal Proceedings.

            Not applicable.

Item 2.     Changes in Securities and Use of Proceeds

            Not applicable.

Item 3.     Defaults upon Senior Securities

            Not applicable.

Item 4.     Submission of matters to a Vote of Security Holders

            Not applicable.

Item 5.     Other information.

            Not applicable.

Item 6.     Exhibits and Reports on form 8-K.

            (a) Exhibits.

Exhibit
Number                Description of Document
-------               -----------------------

3.1(a)      Certificate of Incorporation, as amended(1)
3.1(d)      Certificate of Amendment of Certificate of Incorporation(3)
3.1(e)      Certificate of Amendment of Certificate of Incorporation, as amended
            (4)
3.1(f)      Certificate of Amendment of Certificate of Incorporation, second
            amendment(5)
3.2         By-Laws of the Company, as amended(2)
10.1        1996 Stock Option Plan, amended and restated(2)
31.1        Rule 13a-14(a)/15d-14(a) Certification (CEO)**
31.2        Rule 13a-14(a)/15d-14(a) Certification (CFO)**
32.1        Section 1350 Certification (CEO)**
32.2        Section 1350 Certification (CFO)**

______________

(1)         Incorporated  herein in its entirety by  reference to the  Company's
            Registration  Statement on Form SB-2,  Registration No. 333-9493, as
            filed with the Securities and Exchange Commission on August 2, 1996.

(2)         Incorporated  herein in its entirety by  reference to the  Company's
            1998 Annual Report on Form 10-KSB.

(3)         Incorporated  herein in its entirety by  reference to the  Company's
            Form 8-K filed on June 21, 2000.

(4)         Incorporated  herein in its entirety by  reference to the  Company's
            2001 Annual Report on Form 10-KSB.


                                       17
<PAGE>

(5)         Incorporated  herein in its entirety by  reference to the  Company's
            2004 Annual Report on Form 10-KSB.

**          Filed herewith.

B. Reports on Form 8-K:
None.


                                       18
<PAGE>

                                   SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                     clickNsettle.com, Inc.


Date:  November 10, 2005             By: /s/ Roy Israel
                                         --------------
                                     Roy Israel, Chairman of the
                                     Board, CEO and President


Date:  November 10, 2005             By: /s/ Patricia Giuliani-Rheaume
                                         -----------------------------
                                     Patricia Giuliani-Rheaume, Vice President,
                                     Chief Financial Officer and Treasurer


                                       19