**UNITED STATES****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 SECURITIES 				             EXCHANGE ACT OF 1934

For the transition period from               to               Commission File No. 0-10089

Unioil(Exact name of small business issuer as specified in its charter)				          Nevada                                                                                                            93-0782780(State or other jurisdiction of                                                                                  (IRS Employer				incorporation or organization)                                                                              Identification No.)3817 Carson Avenue, P.O. Box 200310, Evans, Colorado  80620(Address of principal executive offices)(970) 330-6300(Issuer's telephone number)

Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such shorter period that the issuer was required to file such reports)       Yes [   ]  No [X]				and (2) has been subject to such filing requirements for the past 90 days.          Yes [X]  No [   ]				As of October 31, 2005, 99,941,657 shares of the issuer’s common stock, par value $0.01 per share, were outstanding.				Transitional Small Business Disclosure Format:  Yes [   ]  No [X]

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**PART I—FINANCIAL INFORMATION**

**Item 1.  Financial Statements					          **See attached Financial Statements and Schedules.

**Item 2.  Management's Discussion and Analysis or Plan of Operation**

**          Liquidity and Capital Resources**

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**          **In the nine months ended September 30, 2005, the Company had two primary sources of liquidity.  The first was the Company’s cash position, held primarily in demand-deposit bank accounts.  Cash was $819,189 at September 30, 2005.  This compares to $420,321 at December 31, 2004, the end of the Company’s most recently completed fiscal year.  Of the Company’s cash positions at each of the dates stated in this paragraph, $57,377 was held as a reserve for tax liabilities.  The substantial increase in the Company’s cash position between 2004 year end and September 30, 2005, is attributable primarily to retained earnings from operations.  See “Results of Operations,” below.  

**          **The Company’s second primary source of liquidity was cash flow from operations. In the nine months ended September 30, 2005, the Company’s monthly cash flow averaged $82,849.  This figure compares to average monthly cash flows of $18,750 and $23,632 for fiscal 2004 and for the nine months ended September 30, 2004, respectively.  The increase in cash flow for the nine months ended September 30, 2005, as compared to 2004, is attributable primarily to increases in the prices of oil and natural gas that began toward the end of the final quarter of 2004, and to an increase in the number of wells that had reached payout under the Unioil/Prima Agreement.  See “Results of Operations,” below.

**          **Over the four quarters ended June 30, 2005, the Company experienced a steady increase in net working capital.  Net working capital progressed from a deficit of $(33,266) at June 30, 2004, to $94,189 at December 31, 2004.  Net working capital improved further to $330,651 at June 30, 2005. The increases in net working capital resulted primarily from increases in the prices of oil and natural gas.  See “Results of Operations,” below. **          **At September 30, 2005, however, the Company’s net working capital had decreased to $121,894.  The decease at September 30, 2005, as compared to the end of the immediately preceding quarter, is attributable to the Company’s having expended $344,676 in re-completing two existing oil-and-gas wells during the last two weeks of the most recently ended quarter.  Although the Company anticipates that the re-completions will result in increased revenues from those wells, the increases will not begin to be realized until subsequent quarters. 

**          **Management anticipates a further program of well workovers and re-completions.  Management is engaged in an active evaluation of options for a combination of financial arrangements for that program, as well as for the drilling of new wells. 

**          **One available option would be for the Company itself to finance the workover and re-completion of some of its wells.  The financing might be provided solely by the Company’s own current working capital, or from a possible augmentation of that capital by one or more loans.

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**          **The Company, however, remains in the early preliminary stages of determining the timing, the terms, and the choice of industry partner relative to the workover, re-completion, and drilling programs. **          **To the extent that the Company’s future well program shall involve Company-financed workovers and re-completions, management anticipates further decreases in the Company’s net working capital position.  Management is unable, however, to predict the magnitude or timing of its future expenditures of working capital.

**          **At September 30, 2005, the Company’s assets exceeded its liabilities by $3,198,648.  This figure compares to $2,978,827 at December 31, 2004.  The increase in net assets between 2004 year end and September 30, 2005, is attributable primarily to retained earnings from operations in 2005.

**          **Management considers the Company’s liquidity and capital resources adequate to meet the Company’s current and foreseeable general and administrative expenses, and other internal needs.  Management believes such liquidity and resources to be sufficient, moreover, to support the Company’s limited ongoing business operations, such as continued production from the Company’s existing wells, and a limited program for reworking selected wells. 

**          **The Company’s liquidity, however, is highly dependent upon market prices for oil and gas.  Those prices have a history of rapid and dramatic fluctuation.  Management’s assessments of the Company’s liquidity, therefore, must be qualified in recognition of instability in the market prices for the Company’s products.  A change in those prices can be expected to have a material effect upon the Company’s liquidity.

**          **Except as described above, the Company’s liquidity and capital resources are inadequate to support significant expansion of the Company’s business, and are insignificant in comparison to other participants in the industry.  As a result, the Company is, and expects to remain, dependent upon possible industry partners or outside sources of capital.  Management is unable to predict the availability of such partners or such capital, or the terms, if any, that might govern the Company’s participation with such partners or the Company’s access to such capital. **          Results of Operations						          **The Company holds a 27.5% after-payout working interest in 43 wells drilled under the Company’s 1996 drilling agreement with Prima Oil & Gas Company (the “Unioil/Prima Agreement”).  See Exhibits 10.1, 10.2, 10.3 and 10.4.  At December 31, 2004, 22 of the 43 wells had reached payout. This compares to 19 of the 43 wells having reached payout at September 30, 2004.  Between 2004 year end and September 30, 2005, four additional wells reached payout.  As a result, a total of 26 of the 43 wells had reached payout as of the end of the first nine months of 2005.

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**          **Costs of production were $96,805 and $274,948 in the quarter and the nine months ended September 30, 2005, respectively.  These figures compare to $78,681 and $278,332 for the corresponding periods of the previous fiscal year.  The increase in such costs for the quarter ended September 30, 2005, as compared to the corresponding period of 2004, are attributable primarily to an increase in expenditures for repairs and maintenance at existing well locations. 

**          **The Company’s general and administrative expenses were $184,111 and $540,624 in the quarter and the nine months ended September 30, 2005, respectively.  These figures compare to $57,854 and $180,841 for the corresponding periods of the previous fiscal year.  The increases in these expenses for the quarter and the nine months ended September 30, 2005, as compared to 2004, are attributable primarily to increases in legal fees and other professional expenses, and consulting fees.

**          **Depreciation, depletion and amortization expenses were $48,203 and $154,751 in the quarter and the nine months ended September 30, 2005, respectively.  These figures compare to $45,887 and $131,665 for the corresponding periods of the previous fiscal year.  The increases are primarily a result of increases in the number of wells that had reached payout under the Unioil/Prima Agreement. 

**          **Interest and other expenses were $110 and $351 in the quarter and the nine months ended September 30, 2005, respectively.  These figures compare to $931 and $2,897 for the corresponding periods of the previous fiscal year.  The decreases in these expenses for the quarter and the nine months ended September 30, 2005, as compared to 2004, are attributable primarily to reductions in the outstanding balance of the Company’s indebtedness to Ford Credit Corporation.  See “Liquidity and Capital Resources,” above.

**          **The Company had net incomes of $81,526 and $219,821 in the quarter and the nine months ended September 30, 2005, respectively.  These figures compare to $84,967 and $39,123 in the corresponding periods of the previous fiscal year.  The decrease in net income for the quarter ended September 30, 2005, as compared to the corresponding period of the previous fiscal year, is attributable primarily to increases in general and administrative expenses, as described above.  Those increases in expenses, however, were somewhat offset by increases in revenues.  The increase in net income for the nine months ended September 30, 2005, as compared to 2004, is attributable primarily to increases in revenues for the reasons described above. **Item 3.  Controls and Procedures						          **The person who performs the functions of the Company's chief executive officer and chief financial officer, after evaluating the effectiveness of the Company's disclosure controls and procedures (as defined in Rules 13a-14(c) and 15d-14(c) under the Exchange Act) as of a date within 90 days prior to the filing of this report (the "Evaluation Date"), has concluded that, as of the Evaluation Date, the Company's disclosure controls and procedures were effective to ensure the timely collection, evaluation, 

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**Special Note Regarding Forward-Looking Statements******

**          **Some of the statements under Item 2.  Management’s Discussion and Analysis or Plan of Operation and elsewhere in this Report, and in the Company’s other periodic filings with the U.S. Securities and Exchange Commission, constitute forward-looking statements.  These statements involve known and unknown risks, significant uncertainties, and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from any future results, levels of activity, performance, or achievements expressed or implied by such forward-looking statements. 

**          **In some cases, one can identify forward-looking statements by terminology such as “may,” “will,” “should,” “could,” “intends,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” or “continue,” or the negative of such terms or other, similar terminology. 

**          **The forward-looking statements herein are based on current expectations that involve a number of risks and uncertainties.  Such forward-looking statements are based on assumptions that the Company will obtain or have access to adequate financing for each successive phase of its operations or growth, that there will be no material, adverse competitive or technological change affecting the Company’s business, that the Company’s executive officers and other significant employees will remain employed as such by the Company, and that there will be no material, adverse change in the Company’s operations or business, or in governmental regulation affecting the Company.  The foregoing assumptions are based on judgments with respect to, among other things, future economic, competitive, and market conditions, and future business decisions, all of which are difficult or impossible to predict accurately and many of which are beyond the Company’s control.**          **Although management believes that the expectations reflected in the forward-looking statements are reasonable, management cannot guarantee future results, levels of activity, performance, or achievements.  Moreover, neither management nor any other persons assumes responsibility for the accuracy and completeness of such statements.

**PART II—OTHER INFORMATION**

**Item 1.  Legal Proceedings					          **During the period covered by this report, the Company was not a party to any pending legal proceeding, and none of the property of the Company was the subject of any such proceeding.**Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds					          **For the period covered by this Report, no information is required to be furnished pursuant to this Item 2.

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| Exhibit No. | Description                                                                                                                                                                      | Location                                                                                                                                                                        |
|-------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 10.1        | Farmout/Farmout Option Agreement, Weld County, Colorado, dated November 7, 1996, by and between Prima Oil & Gas Company and the Company.                                     | Incorporated by reference to Exhibit No. 10.1 to the Registrant’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 1998 (Commission File No. 0-10089)  |
| 10.2        | Extension, dated March 24, 1999, of Farmout/Farmout Option Agreement, Weld County, Colorado, dated November 7, 1996, by and between Prima Oil and Gas Company and the Company    | Incorporated by reference to Exhibit No. 10.3 to the Registrant’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 1999 (Commission File No. 0-10089). |
| 10.3        | Extension, dated February 21, 2001, of Farmout/Farmout Option Agreement, Weld County, Colorado, dated November 7, 1996, by and between Prima Oil and Gas Company and the Company | Incorporated by reference to Exhibit No. 10.4 to the Registrant’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 2001 (Commission File No. 0-10089). |
| 10.4        | Extension, dated December 13, 2001, of Farmout/Farmout Option Agreement, Weld County, Colorado, dated November 7, 1996, by and between Prima Oil and Gas Company and the Company | Incorporated by reference to Exhibit No. 10.4 to the Registrant’s Annual Report on Form 10-KSB for the fiscal year ended December 31, 2002 (Commission File No. 0-10089). |
| 31          | Certification of Mr. Ayers Pursuant to Rules 13a-14 or 15d-14                                                                                                                    |                                                                                                                                                                            |
| 32          | Certification of Mr. Ayers Pursuant to Section 1350                                                                                                                              |                                                                                                                                                                            |

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**SIGNATURES**

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**          **In accordance with the requirements of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.**                                                                                         UNIOIL**Date:  November 1, 2005                            **                      **   /s/ Charles E. Ayers, Jr.                                         **                                                                                         **Charles E. Ayers, Jr., Chairman**                                                                                         **(on behalf of the registrant, and as principal executive **                                                                                         **officer, principal financial officer, and principal **                                                                                         **accounting officer of the registrant)

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**UNIOIL****UNAUDITED CONDENSED FINANCIAL STATEMENTS****SEPTEMBER 30, 2005**

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**UNIOIL****CONTENTS**

                                                                                                                                    **PAGE**

—        Unaudited Condensed Balance Sheets,                  September 30, 2005 and December 31, 2004                                                2						—        Unaudited Condensed Statements of Operations,						                 For the three and nine months ended						                 September 30, 2005 and 2004                                                                        3						—        Unaudited Condensed Statements of Cash Flows,						                  For the nine months ended						                  September 30, 2005 and 2004                                                                       4						—        Notes to Unaudited Condensed Financial Statements                                       5 - 6

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**UNIOIL****UNAUDITED CONDENSED BALANCE SHEETS****ASSETS**

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                                                                                                   September 30,            December 31,					                                                                                                                 2005                          2004                                                                                                   ___________             ___________

**CURRENT ASSETS:**      Cash                                                                                      $        819,189           $        420,321					      Joint interest and trade accounts receivable, net of					          allowance for doubtful accounts of          $6,796 and $6,624, respectively                                                    88,969                       85,502      Prepaid assets                                                                                     8,634                          7,838      Current deferred tax asset                                                                      855                             855                                                                                                      __________               __________                    Total Current Assets                                                         917,647                      514,516**PROPERTY AND EQUIPMENT,** net                                                30,685                        34,532**INVESTMENT IN OIL AND GAS PRODUCING****  PROPERTIES,**full cost method, net of depletion                            3,060,413                   2,871,899

                                                                                                      __________                __________**TOTAL ASSETS                                                                        $**   4,008,745               $  3,420,947                                                                                                      __________                __________

**LIABILITIES AND STOCKHOLDERS' EQUITY**

**CURRENT LIABILITIES:**      Note payable – current portion                                                 $        9,909                $          9,810					      Joint interest and trade accounts payable                                        469,975                           94,423					      Accrued payroll taxes                                                                               -                           52,467					      Accrued taxes                                                                               315,869                         263,627                                                                                                      **_________**                  __________					                    Total Current Liabilities                                                    795,753                        420,327**CONTINGENCIES**                                                                                    -                                   -**NOTE PAYABLE,** less current portion                                                13,489                          20,938**DEFERRED TAX LIABILITY                                                             **855**                              **855                                                                                                       _________                __________					                    Total Liabilities                                                                810,097                        442,120                                                                                                       _________                __________**STOCKHOLDERS' EQUITY:**      Common stock, $.01 par value, 100,000,000 shares        authorized, 99,941,657 shares issued and outstanding                  999,417                        999,417      Capital in excess of par value                                                    18,914,190                   18,914,190      Retained deficit                                                                       (16,714,959)                 (16,934,780)                                                                                                      __________               __________                    Total Stockholders' Equity                                            3,198,648                     2,978,827                                                                                                      __________               __________**TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                                                                      $**  4,008,745                $  3,420,947                                                                                                      __________               __________Note: The Balance Sheet at December 31, 2004 was taken from the audited financial statements at that date and condensed.

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

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**UNIOIL****UNAUDITED CONDENSED STATEMENTS OF OPERATIONS**

                                                                           For The Three months ended            For The Nine months ended                                                                                     September 30,                                   September 30,					                                                                           ________________________        ______________________					                                                                                 2005                   2004                      2005              2004					                                                                          ___________     ___________        ___________  __________

**REVENUE:**      Oil and gas sales                                           $      398,284      $      271,258         $   1,158,587   $     642,791					      Income from serving as operator                               8,249                  6,622                   21,404            20,153					                                                                          ___________     ___________          __________     _________					                     Total Revenue                                        406,533             277,880               1,179,991         662,944					                                                                          ___________     ___________          __________     _________**EXPENSES:**      Production costs and related taxes                           96,805               78,681                  274,948         278,332					      General and administrative                                     184,111               57,854                  540,624         180,841  					      Depreciation, depletion and amortization                  48,203               45,887                  154,751         131,665					                                                                          ___________     ___________           _________       ________					                     Total Expenses                                      329,119              182,422                  970,323         590,838					                                                                          ___________      ___________           _________       ________**INCOME BEFORE OTHER						INCOME (EXPENSE)**                                              77,414                95,458                  209,668           72,106					                                                                          ___________     ___________            _________       ________**OTHER INCOME (EXPENSE):**      Interest and other income                                          4,222                  1,781                    10,504             3,937					      Interest and other expense                                          (110)                   (931)                      (351)           (2,897)					                                                                          ___________     ___________            _________       ________					                     Total Other Income (Expense)                   4,112                     850                    10,153             1,040					                                                                          ___________     ___________            _________       ________

**INCOME BEFORE INCOME TAXES**                   81,526                96,308                  219,821           73,146**CURRENT TAX EXPENSE                                               -                         -                              -                    -****DEFERRED TAX EXPENSE                                             -                         -                              -                    -**

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                                                                          ___________     ___________            _________       ________**INCOME BEFORE EXTRAORDINARY 						ITEM**                                                                          81,526                96,308                  219,821           73,146**EXTRAORDINARY ITEM**, net of tax 					effect of $0                                                                            -               (11,341)                            -          (34,023)					                                                                          ___________     ___________            _________       ________**NET INCOME**                                                $        81,526       $       84,967             $   219,821       $   39,123

                                                                          ___________     ___________            _________       ________**INCOME PER COMMON SHARE:**      Continuing operations                                   $              .00      $              .00             $          .00        $       .00					      Extraordinary item                                                           -                     (.00)                           -                (.00)					                                                                          ___________     ___________            _________       ________					      Net Income Per Common Share                   $              .00     $               .00            $            .00       $       .00					                                                                          ___________     ___________            _________       ________

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

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**UNIOIL****UNAUDITED CONDENSED STATEMENTS OF CASH FLOWS****Net Increase (Decrease) in Cash**

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                                                                                                               For The Nine Months Ended					                                                                                                                         September 30,					                                                                                                               ________________________					                                                                                                                     2005                 2004					                                                                                                              ___________     ___________**Cash Flows From Operating Activities:**      Net income                                                                                       $       219,821     $        39,123					      Adjustments to reconcile net income to net					        cash provided by operating activities:					            Depreciation, depletion and amortization                                               154,751             131,665					            Bad debt expense                                                                                  31,803                 8,725					            Changes in assets and liabilities:					               (Increase) decrease in joint interest and trade 					                  accounts receivable                                                                         (35,270)               9,069					               (Increase) decrease in prepaid assets                                                      (796)                 (203)					               Increase (decrease) in joint interest and trade 					                  accounts payable                                                                           375,552             (11,371)					               Increase (decrease) in accrued payroll taxes                                      (52,467)              12,853					               Increase in accrued taxes                                                                    52,242               22,830					                                                                                                              ___________     ___________					                  Net Cash Provided by Operating Activities                                    745,636             212,691					                                                                                                              ___________     ___________**Cash Flows From Investing Activities:**      Purchase of property and equipment                                                        (339,418)              (5,914)					                                                                                                              ___________     ___________					                  Net Cash (Used) by Investing Activities                                       (339,418)              (5,914)					                                                                                                              ___________     ___________**Cash Flows From Financing Activities:**      Payments to note payable                                                                            (7,350)              (7,191)					                                                                                                              ___________     ___________					                  Net Cash (Used) by Financing Activities                                          (7,350)              (7,191)					                                                                                                              ___________     ___________**Net Increase in Cash**                                                                                   398,868            199,586

**Cash at Beginning of Period**                                                                        420,321            210,814					                                                                                                              ___________     ___________**Cash at End of Period**                                                                          $      819,189      $    410,400					                                                                                                              ___________     ___________**Supplemental Disclosures of Cash Flow Information:**      Cash paid during the period:					            Interest                                                                                       $             351      $          510					            Income taxes                                                                              $                 -       $              -**Supplemental Schedule of Non-cash Investing and Financing Activities:**For the nine months ended September 30, 2005:					      None					For the nine months ended September 30, 2004:					      None

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

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**UNIOIL****NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS**

**NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**

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**Condensed Financial Statements****-** The accompanying financial statements have been prepared by the Company without audit.  In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at September 30, 2005 and 2004 and for the periods then ended have been made.					Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America have been condensed or omitted.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s December 31, 2004 audited financial statements.  The results of operations for the periods ended September 30, 2005 and 2004 are not necessarily indicative of the operating results for the full year.**Recently Enacted Accounting Standards -**Statement of Financial Accounting Standards (“SFAS”) No. 151, “Inventory Costs - an amendment of ARB No. 43, Chapter 4”, SFAS No. 152, “Accounting for Real Estate Time-Sharing Transactions - an amendment of FASB Statements No. 66 and 67”, SFAS No. 153, “Exchanges of Nonmonetary Assets - an amendment of APB Opinion No. 29”, SFAS No. 123 (revised 2004), “Share-Based Payment”, and SFAS No. 154, “Accounting Changes and Error Corrections - a replacement of APB Opinion No. 20 and FASB Statement No. 3”, were recently issued.  SFAS No. 151, 152, 153, 123 (revised 2004) and 154 have no current applicability to the Company or their effect on the financial statements would not have been significant.

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**NOTE 2 - PROPERTY AND EQUIPMENT**
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The following is a summary of property and equipment - at cost, less accumulated depreciation as of:						                                                                                             September 30,    December 31,						                                                                                                           2005                  2004						                                                                                             ___________     ___________						            Shop tools and equipment                                          $        20,869      $        20,869						            Furniture and fixtures                                                           31,587                 26,672						            Transportation equipment                                                    52,908                 52,908						                                                                                              ___________      ___________						                                                                                                     105,364               100,449						                  Less:  accumulated depreciation                                    (74,679)              (65,917)						                                                                                              ___________       ___________						                  Total                                                                    $       30,685         $      34,532						                                                                                              ___________        ___________Depreciation expense for the nine months ended September 30, 2005 and 2004 amounted to $8,762 and $7,771, respectively.

**NOTE 3 - OIL AND GAS ACTIVITIES**
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The Company’s activities primarily consist of operating existing wells and monitoring the status of its leases.  Depletion expense on oil and gas properties was $145,990 and $123,787 for the nine months ended September 30, 2005 and 2004, respectively.

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**UNIOIL****NOTES TO UNAUDITED CONDENSED FINANCIAL STATEMENTS**

**NOTE 4 - NOTE PAYABLE**

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In January 2003, the Company signed a note payable in the amount of $48,905 to a financing institution.  The note is secured by a vehicle with a net book value of $22,007 at September 30, 2005.  The note has an annual interest rate of 1.9% and matures in January 2008.					The note payable matures as follows for the twelve-month periods ended:					                             September 30,                                   Principal Due					                             ___________                                   ___________					                                      2006                                        $          9,909					                                      2007                                                  10,099					                                      2008                                                    3,390					                                      2009                                                            -					                                      2010                                                            -					                                                                                       ___________					                                                                                       $        23,398					                                                                                       ___________

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**NOTE 5 - RELATED PARTY TRANSACTIONS**
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The Company paid a shareholder of the Company $-0- and $45,000 as salary during the nine months ended September 30, 2005 and 2004, respectively.						The Company paid an officer/shareholder of the Company $40,000 and $30,000 as director’s fees during the nine months ended September 30, 2005 and 2004, respectively.

**NOTE 6 - CONCENTRATIONS OF CREDIT RISKS**
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As of September 30, 2005, the Company had cash balances in excess of federally insured amounts of approximately $748,455.

**NOTE 7 - INCOME PER SHARE**

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The following data show the amounts used in computing income per share:						                                                                     For the Three Months Ended           For the Nine Months Ended						                                                                               September 30,                               September 30,						                                                                     ______________________           _____________________

                                                                                     2005                2004                     2005               2004					                                                                                _________    ___________          _________    __________					        Income from continuing operations available					            to common stockholders (numerator)            $     81,526    $         96,308          $   219,821    $       73,146					        Extraordinary item (numerator)                                          -              (11,341)                         -            (34,023)					                                                                                _________    ___________          _________    __________					        Income available to common stockholders 					            (numerator)                                                  $     81,526    $         84,967          $    219,821   $        39,123					                                                                                _________    ___________          _________    __________					        Weighted average number of common shares 					            outstanding used in income per share for the					            period (denominator)                                    99,941,657        99,941,657           99,941,657      99,941,657					                                                                                _________    ___________          _________    __________
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Dilutive loss per share was not presented, as the Company had no options, warrants or other dilutive potential securities outstanding at September 30, 2005 or 2004.

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