UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A

                                 AMENDMENT NO. 1
(Mark One)
[X]   QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
      ACT OF 1934
      FOR THE QUARTERLY PERIOD ENDED: JUNE 30, 2005

[ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
      OF 1934
      FOR THE TRANSITION PERIOD FROM _________ TO __________

                        Commission file number: 000-44971

                         OCEAN WEST HOLDING CORPORATION
        (Exact name of small business issuer as specified in its charter)

           Delaware                                              71-0876952
(State or other jurisdiction of                                (IRS Employer
incorporation or organization)                               Identification No.)

                          26 Executive Park, Suite 250
                                Irvine, FL 92614
                    (Address of principal executive offices)

                                 (949) 861-2590
                           (Issuer's telephone number)

                              4117 West 16th Square
                              Vero Beach, FL 32967
              (Former name, former address and former fiscal year,
                         if changed since last report)

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: There were a total of 13,999,900
shares of the registrant's common stock, par value $.01 per share, outstanding
as of August 15, 2005, and no other classes of Common Stock.

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


<PAGE>

Explanatory Paragraph

         This Form 10-QSB/Amendment No. 1 for Ocean West Holding Corporation
(the "Company") restates the financial statements as a result of the Company not
having completed the spin-off of its subsidiary, Ocean West Enterprises ("OWE").
While the dividend of OWE stock was declared to the Company's shareholders of
record as of May 23, 2005, the Company needed to effect a registration statement
under the Securities Act of 1933 in order to complete the distribution of
Shares, which had not occurred as of June 30, 2005.


                                       ii
<PAGE>

RESTATEMENT NOTE
----------------

                         Ocean West Holding Corporation
                                and Subsidiaries
                         Quarterly Report on Form 10-QSB/A
                                Amendment No. 1
                           Period Ended June 30, 2005

                                Table of Contents

                                                                            Page


PART I .  FINANCIAL INFORMATION



Item 1.  Financial Statements:
   Consolidated Balance Sheet as of June 30, 2005 (Unaudited) ..............   1
   Consolidated Statements of Operations for the Three Months
        Ended June 30, 2005 and 2004 and the Six Months Ended
        June 30, 2005 and for the period January 7, 2004 (Inception)
        to June 30, 2004 (Unaudited)........................................   2
   Consolidated Statements of Changes in Stockholders' Deficiency for
        the Six Months Ended June 30, 2005..................................   3
   Consolidated Statement of Cash Flows for the Six Months
        Ended June 30, 2005 and for the period January 7, 2004
        (Inception) to June 30, 2004 (Unaudited)............................   4
   Notes to Consolidated Financial Statements (Unaudited)...................   5


Item 2.  Management's Discussion and Analysis or Plan of Operation..........  15


Item 3.  Controls and Procedures............................................  19


PART II .  OTHER INFORMATION


Item 1.  Legal Proceedings..................................................  20


Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds........  20


Item 3.  Defaults Upon Senior Securities....................................  21


Item 4.  Submission of Matters to a Vote of Security Holders................  21


Item 5.  Other Information..................................................  21


Item 6.  Exhibits and Reports on Form 8-K...................................  21

SIGNATURES..................................................................  23
EXHIBIT INDEX...............................................................  24


                                      iii

<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                           Consolidated Balance Sheet
                                  June 30, 2005
                                   (Unaudited)
   -------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                  Restated
                                                                                  (Note 3)
                      ASSETS
<S>                                                                             <C>
CURRENT ASSETS
  Cash                                                                          $   230,926
  Prepaid and other assets                                                          343,983
                                                                                 -----------
 Total Currents Assets                                                              574,909

PROPERTY AND EQUIPMENT, NET                                                         182,961

OTHER ASSETS

  Originated mortgage serving rights                                                 32,763
  Loans held for investment                                                         327,700
Deposits                                                                             36,663
                                                                                 -----------

  TOTAL ASSETS                                                                  $ 1,154,996
                                                                                 ===========

                    LIABILITIES AND STOCKHOLDERS' DEFICIENCY

CURRENT LIABILITIES
Account payable                                                                 $   623,113
Accrued expenses                                                                  1,176,293
Deferred revenue                                                                      1,437
Due to Stockholder                                                                        -
Current maturities of long-term debt                                                740,126
Current maturities of capital lease obligations                                      24,520
Warehouse lines of credit                                                           440,758
Notes payable                                                                       100,000
                                                                                 -----------
 Total Current Liabilities                                                        3,106,247

LONG TERM LIABILITIES
Long term debt, less maturities of current debt                                     531,523
Amount due to related party                                                          15,000
                                                                                 -----------
                                                                                    546,523

COMMITMENTS AND CONTINGENCIES                                                            --

STOCKHOLDERS' DEFICIENCY
Preferred stock $0.01 par value, authorized 10,000,000 shares none
  issued and outstanding                                                                 --
Preferred stock Series C 1,000 shares authorized none issued and outstanding             --
Preferred stock Series E 680 shares authorized none issued and outstanding               --
Preferred stock Series F 1,050 shares authorized none issued and outstanding             --
Preferred stock Series G 2,000 shares authorized none issued and outstanding             --
Preferred stock Series I 125 shares authorized none issued and outstanding               --
Preferred stock Series L 1,000 shares authorized none issued and outstanding             --
Preferred stock Series M 5,000 shares authorized none issued and outstanding             --
Preferred stock Series N 10,000 shares authorized none issued and outstanding            --
Class B common stock $0.01 par value, 5,000 000 authorized none issued and
  outstanding                                                                            --
Class D common stock $0.01 par value, 600 000 authorized none issued and
  outstanding                                                                            --
Common stock $0.01 par value, authorized 30,000,000 shares                               --
13,999,900 shares issued and outstanding                                            140,000
Additional paid-in capital                                                        2,211,223
Deferred stock compensation                                                        (349,575)
Accumulated deficit                                                              (4,499,422)
                                                                                 -----------
 Total Stockholders' Deficiency                                                  (2,497,774)

TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIENCY                                  $ 1,154,996
                                                                                 ===========
</TABLE>


          See accompanying notes to consolidated financial statements.

                                        1
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                      Consolidated Statement of Operations
                                   (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                    For the period
                                                                                                     For the        January 7, 2004
                                                     For the Three Months Ended June 30,        Six months ended    (Inception) to
                                                         2005                  2004               June 30, 2005      June 30, 2004
                                                   -----------------     ------------------      ---------------    ---------------
                                                       Restated                                     Restated
                                                       (Note 3)                                     (Note 3)
<S>                                                <C>                   <C>                     <C>                <C>
REVENUE
Origination and sale of mortgages                           182,637                                     182,637
Services                                          $           3,586                     --      $         6,318    $             --
                                                   -----------------     ------------------      ---------------    ---------------
                                                            186,223                                     188,955
COSTS AND OPERATING EXPENSES

Research and development                                     40,956                 28,000               41,856              31,576
Cost of revenue                                             175,265                     --              221,264                  --
General and administrative expenses                         448,123                 15,310              481,668              30,027
Professional fees                                           108,894                 23,460              142,015              45,336
Payroll expense                                              91,531                     --              213,227                  --
Stock compensation                                          932,364                     --              988,614                  --
                                                   -----------------     ------------------      ---------------    ---------------
  Total Operating Expesnes                                1,797,133                 66,770            2,088,644             106,939
                                                   -----------------     ------------------      ---------------    ---------------

NET LOSS FROM OPERATIONS                                 (1,610,910)               (66,770)          (1,899,689)           (106,939)

Interest                                                      8,285                                       8,592
   Income taxes                                                  --                     --                   --                  --
                                                   -----------------     ------------------      ---------------    ---------------
                                                              8,285                                       8,592

NET LOSS                                          $      (1,619,195)               (66,770)     $    (1,908,281)   $       (106,939)
--------
                                                   =================     ==================      ===============    ===============

Weighted average number of common shares
  outstanding - basic and diluted                         8,736,548              1,465,000            5,951,317           1,465,000
                                                   -----------------     ------------------      ---------------    ---------------

Net loss per common share - basic and diluted                 (0.19)                 (0.05)     $         (0.32)   $          (0.07)
                                                   =================     ==================      ===============    ===============
</TABLE>


          See accompanying notes to consolidated financial statements.

                                        2
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
          Consolidated Statement of Changes in Stockholders' Deficiency
                     For the Six Months Ended June 30, 2005
                                   (Unaudited)
--------------------------------------------------------------------------------
                               Restated (Note 3)

<TABLE>
<CAPTION>

                                   Preferred Stock       Common Stock                     Additional
                                  ----------------   --------------------                  Paid-in        Deferred      Accumulated
                                  Shares   Amount     Shares      Amount     Capitial    Compensation      Defecit         Total
                                  ------  --------   ---------  ---------  -----------   ------------   -------------   -----------

<S>                               <C>     <C>        <C>        <C>        <C>           <C>            <C>             <C>
BALANCE, DECEMBER 31, 2004            --  $     --   2,603,123  $  26,031  $   841,628    $  (178,125)   $ (2,591,141)  $(1,901,607)

Sale of common Stock                  --        --   1,078,333     10,784      312,716             --              --       323,500

Shares issued for services            --        --   2,662,440     26,624      662,439             --              --       689,063

Shares issued for consulting          --        --   2,070,000     20,700      450,300       (471,000)             --            --

Shares issued in reverse
   merger                             --        --   5,586,004     55,860      (55,860)            --              --            --

Amortizarion of consulting
   contracts                          --        --          --         --           --        187,050              --       187,050

Amortization of warrants                                                                      112,500                       112,500

Net Loss for the six months
   ended                              --        --          --         --           --             --      (1,908,281)   (1,908,281)
                                  ------  --------  ----------  ---------  -----------   ------------   -------------   -----------

Balance June 30, 2005                 --  $     --  13,999,900  $ 140,000  $ 2,211,223   $   (349,575)     (4,499,422)  $(2,497,774)
                                  ======  ========  ==========  =========  ===========   ============   =============   ===========
</TABLE>


          See accompanying notes to consolidated financial statements.

                                        3
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                      Consolidated Statement of Cash Flows
                                   (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                         For the Period
                                                                 For the six months     Jaunuary 7, 2004
                                                                      Ended             (Inception) to
                                                                   June 30, 2005         June 30, 2004
                                                                -------------------     ----------------
                                                                 Restated (Note 3)
<S>                                                             <C>                     <C>
 CASH FLOWS FROM OPERATING ACTIVITIES:
     Net loss                                                   $      (1,908,281)      $      (106,939)
     Adjustments to reconcile net loss to net cash used
      in operating activities
       Depreciation                                                        14,348                 1,123
       Amortization or origination costs                                      536
       Equity issued for services                                         988,614                    --
     Changes in operating assets and liabilities
       Increase in deposits                                                 1,350                    --
       Increase in accounts payable                                       167,468                    --
       Increase in accrued expenses                                       324,184                    --
       Increase in deferred revenue                                        (4,275)                   --
                                                               -------------------      ----------------
 Net Cash  Used In Operating Activities                                   (416,056)             (105,816)
                                                               -------------------      ----------------

CASH FLOWS FROM INVESTING ACTIVITIES:
     Cash received in acquisition                                         229,312                    --
       Purchase of equipment                                                   --               (18,684)
                                                               -------------------      ----------------
 Net Cash Provided by (Used In) Investing Activities                       229,312               (18,684)
                                                               -------------------      ----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
     Proceeds from issuance of common stock                               323,500               124,500
     Capital lease payment                                                 (3,393)                   --
     Proceeds from note payable                                           100,000                    --
     Cash overdraft                                                        (2,437)                   --
                                                               -------------------      ----------------
 Net Cash Provided By Financing Activities                                 417,670               124,500
                                                               -------------------      ----------------

NET INCREASE IN CASH AND CASH EQUIVALENTS                                 230,926                    --

CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD                                 --                    --
                                                               -------------------      ----------------

CASH AND CASH EQUIVALENTS, END OF PERIOD                       $          230,926                    --
                                                               ===================      ================

SUPPLEMENTAL DISCLOSURES OF CASH FLOWS INFORMATION:

     Interest paid                                             $               --       $            --
                                                               ===================      ================
     Income taxes                                              $               --       $            --
                                                               ===================      ================
</TABLE>


          See accompanying notes to consolidated financial statements.

                                        4
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)

NOTE 1 ORGANIZATION AND BASIS OF PRESENTATION

       (A) BASIS OF PRESENTATION

       The accompanying unaudited interim consolidated financial statements
       reflect all adjustments which, in the opinion of management, are
       necessary for a fair presentation of the results of the interim periods
       presented. All such adjustments are of a normal recurring nature.
       Accordingly, they do not include all the information necessary for a
       comprehensive presentation of financial position and results of
       operations. The results for the interim period are not necessarily
       indicative of the results to be expected for the year.

       (B) ORGANIZATION

       On June 6, 2005, InfoByPhone, Inc., Inc. consummated an agreement with
       Ocean West Holding Corporation, pursuant to which InfoByPhone, Inc.
       exchanged all of its 6,000,000 then issued and outstanding shares of
       common stock for 6,000,000 shares or approximately 50% of the common
       stock of Ocean West Holding Corporation. As a result of the agreement,
       the transaction was treated for accounting purposes as a recapitalization
       by the accounting acquirer (InfoByPhone, Inc).

       Accordingly, the financial statements include the following:

       (1)  The balance sheet consists of the net assets of the acquirer at
            historical cost and the net assets of the acquiree at historical
            cost.

       (2)  The statement of operations includes the operations of the acquirer
            for the periods presented and the operations of the acquiree from
            the date of the merger.

       InfoByPhone, Inc. is a Delaware corporation formed on June 10, 2004.
       InfoByPhone, Inc. provides information services and content through its
       AskMeNow service to mobile devices. This service allows mobile users to
       ask questions through text messaging/SMS, email, or instant voice
       recognition (IVR) voice system and receive answers via text messaging.

       On June 18, 2004, InfoByPhone, Inc. consummated an agreement with
       InfoByPhone, LLC, an Ohio LLC formed on January 7, 2004, pursuant to
       which InfoByPhone, LLC exchanged 100% of its member units for 1,465,000
       shares or approximately 80% of the common stock of InfoByPhone, Inc. As a
       result of the agreement, the transaction was treated for accounting
       purposes as a recapitalization by the accounting acquirer (InfoByPhone,
       LLC).

       Ocean West Enterprises is a wholesale and retail mortgage banking company
       primarily engaged in the business of originating and selling loans
       secured by real property with one to four units. Our income is generated
       from loan origination fees and from gains from sales of mortgage loans on
       the secondary mortgage market and to private investors. We also generate
       revenues through fees, such as brokerage fees, underwriting fees,
       processing fees and document drawing fees, in connection with the funding
       or brokering of a loan.

NOTE 2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

       (A) PRINCIPLES OF CONSOLIDATION

       The consolidated financial statements include the accounts of Ocean West
       Holding Corporation and its wholly-owned subsidiaries, InfoByPhone, Inc.,
       InfoByPhone, LLC, and Ocean West Enterprises, Inc. Intercompany accounts
       and transactions have been eliminated in consolidation.

       Ocean West Holding Corporation and its wholly-owned subsidiaries
       InfoByPhone, Inc. InfoByPhone, LLC and Ocean West Enterprises, Inc. are
       hereinafter referred to as (the "Company").

                                        5
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)


       (B) REVENUE RECOGNITION

       Revenue from mortgage loan service is recognized over the service period.
       The Company bills for its services one year in advance. All prepaid
       annual services revenue is deferred and recognized over the service
       period. Revenue from the sale of loans is recognized at the time the
       loans are sold or when the Company has shipped the loan file to
       independent investors consistent with the criteria established in SFAS
       No. 140, "Accounting for Transfers and Servicing of Financial Assets and
       Extinguishments of Liabilities." At this point, all of the services
       required to be performed for such revenues have been completed. Loan
       origination costs and incremental direct costs are deferred and
       recognized over the term of the loan as an adjustment of the loan yield
       until the loan is sold. Incremental direct costs include credit reports,
       appraisal fees, document preparation fees, wire fees, tax and filing
       fees, funding fees and commissions. When the loan is sold and service is
       released, the unamortized loan origination costs and incremental direct
       selling costs are netted against the revenue and recorded to the
       statement of operations. Revenue from the servicing of loans is
       recognized as earned. The Company was not required to repurchase any
       loans for the quarter ended June 30, 2005. Management performs a quality
       control review of each file before funding the loan to ensure that the
       loan met investor guidelines for purchase. Additionally, all loans were
       reviewed by the purchasing investor prior to purchase to verify program
       eligibility.

       (C) CASH AND CASH EQUIVALENTS

       The Company considers all highly liquid temporary cash investments with
       an original maturity of three months or less to be cash equivalents.

       (D) ACCOUNTS RECEIVABLE

       The Company is required to estimate the collectability of its accounts
       receivable. The Company's reserve for doubtful accounts is estimated by
       management based on a review of historic losses and the age of existing
       receivables from specific customers.

       (E) CONCENTRATION OF CREDIT RISK

       The Company maintains, at times, cash balances at certain financial
       institutions in excess of amounts insured by federal agencies.

       For the quarter ended June 30, 2005, 2 buyers purchased 80% and 12.5%,of
       loans funded.

       (F) USE OF ACCOUNTING ESTIMATES

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

       (G) PROPERTY AND EQUIPMENT

       Property and equipment are stated at cost, less accumulated depreciation.
       Depreciation is provided using the straight-line method over the
       estimated useful lives of the individual assets. The estimated useful
       life of the computer equipment is five years and the estimated useful
       life of the office furniture is seven years.


                                        6
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)


       (H) ADVERTISING COSTS

       Advertising costs are expensed as incurred. Total advertising costs
       charged to operations for the periods ended June 30, 2005 and 2004 were
       $263,496 and $0, respectively.

       (I) FAIR VALUE OF FINANCIAL INSTRUMENTS

       The carrying amounts reported in the balance sheet for receivables, notes
       payable and accrued expenses approximate fair value based on the
       short-term maturity of these instruments.

       (J) RESTRICTED CASH

       Restricted cash represents amounts deposited in escrow for the Company to
       pay expenses for the benefit of a borrower who advanced funds to the
       Company.

       (K) MORTGAGE LOANS HELD FOR SALE

       Mortgage loans held for sale to investors are stated at the lower of cost
       or market value computed on the aggregate method by residential loan type
       (unrealized losses are offset by unrealized gains) and are evaluated at
       the end of each year, and are determined by outstanding commitments from
       investors or current investor yield requirements. The amount by which
       cost exceeds market value is accounted for as a valuation allowance and
       any changes in the valuation allowance are included in the determination
       of net income. As of June 30, 2005 there was no valuation allowance
       required as cost was estimated not to exceed market value. Loans are
       analyzed on a quarterly basis as to their collectibility from the
       guidelines imposed by each lending facility.

       (L) MORTGAGE SERVICING

       The Company recognizes as separate assets or liabilities the obligation
       to service mortgage loans for others, through loan origination, by
       allocating total costs incurred between the loan and the servicing rights
       retained based on their relative fair values. Amortization of mortgage
       service assets or rights ("MSRs") is based on the ratio of net servicing
       income received in the current period to total net servicing income
       projected to be realized from the MSRs. Amortization of mortgage service
       liabilities ("MSLs") is based on the ratio of net servicing costs paid in
       the current period to total net servicing costs projected to be paid from
       the MSL. Projected net servicing income is in turn determined by the
       estimated future balance of the underlying mortgage loan portfolio, which
       declines over time from prepayments and scheduled loan amortization. The
       Company estimates future prepayment rates based on current interest rate
       levels, other economic conditions and market forecasts, as well as
       relevant characteristics of the servicing portfolio, such as loan types,
       interest rate stratification and recent prepayment experience. MSRs are
       periodically evaluated for impairment, which is recognized in the
       statement of operations during the applicable period through additions to
       an impairment reserve. For purposes of performing its impairment
       evaluation, the Company stratifies its servicing portfolio on the basis
       of certain risk characteristics including loan type and interest rate.
       The Company has determined that no impairment allowance is needed as of
       June 30, 2005. Amortization expense related to mortgage servicing rights
       for the quarter ended June 30, 2005 was $1,608 .


                                        7
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)


       (M) INCOME TAXES

       The Company utilizes the liability method of accounting for income taxes
       as set forth in SFAS 109, "Accounting for Income Taxes." Under the
       liability method, deferred taxes are determined based on the difference
       between the financial statement and tax bases of assets and liabilities
       using enacted tax rates in effect in the years in which the differences
       are expected to reverse. The usage of our prior years net operating
       losses will be limited to a change in ownership under Internal Revenue
       Code Section 382, which occurred in 2005. These net operating losses
       expire from 2005 to 2025.

       (N) LOSS PER SHARE

       The Company has adopted SFAS 128, "Earnings per Share." Loss per common
       share is computed by dividing income available to common shareholders by
       the weighted average number of common shares outstanding during the
       period. Stock warrants were not included in the computation of loss per
       share for the periods presented because their inclusion is anti-dilutive.
       The total potential dilutive warrants and stock options outstanding at
       June 30, 2005 were 951,543 and 821,000, respectively. There were no
       dilutive securities outstanding for the period ended June 30, 2004.

       (O) BUSINESS SEGMENTS

       The Company operates in two segments, mobile devices and mortgage banking
       divsions.

       (P) STOCK BASED COMPENSATION

       The Company accounts for employee stock options in accordance with APB
       Opinion No. 25, "Accounting For Stock Issued To Employees" and has
       adopted the disclosure-only option under SFAS No. 123. The Company
       accounts for non-employee stock transactions in accordance with SFAS No.
       123 as amended by SFAS 148 "Accounting for Stock-Based Compensation -
       Transition and Disclosure" requires that companies, which do not elect to
       account for stock-based compensation as prescribed by this statement,
       disclose the pro-forma effects on earnings per share as if SFAS 123 has
       been adopted.

       (Q) RESEARCH AND DEVELOPMENT

       Research and development expenses include payroll and employee benefits
       costs associated with product development. The Company has determined
       that technological feasibility for its software products is reached
       shortly before the products are released. Costs incurred after
       technological feasibility is established are not material, and
       accordingly, all research and development costs are expensed when
       incurred.

       (R) RECENT ACCOUNTING PRONOUNCEMENTS

       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 Non-monetary
       Assets - an amendment of APB Opinion No. 29," and SFAS No. 123 (revised
       2004), "Share-Based Payment," were recently issued. SFAS Nos. 151, 152,
       153 and 123 (revised 2004) have no current applicability to the Company
       and have no effect on the financial statements.


                                        8
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)


NOTE 3. RESTAMENT OF FINANCIAL STATEMENTS

The financial statements for the three and six months June 30, 2005 have been
restated due to the Company determining that the spin-off of Ocean West
Enterprise could not occur until approved by the SEC. The Company recorded the
operations in accordance with SFAS 144 paragraph 27.




NOTE 4 ORIGINATED MORTGAGING SERVICING RIGHTS

      A summary is as follows:                  June 30,
                                                  2005
                                              -----------
      Balance, beginning of period            $  35,979
      Additions, net                                 --
      Amortization                                3,216
                                              -----------

      Balance, end of period                  $  32,763
                                              ===========

      The estimated fair market value of mortgage servicing rights approximated
      their respective book values as of June 30, 2005. The fair market value
      was determined by discounting estimated net future cash flows from loan
      servicing using discount and repayment rates that approximate current
      market rates.

NOTE 5 LOANS HELD FOR INVESTMENT

            During the quarter ended June 30, 2005, three loans totaling
      $327,700 were classified as Loans Held for Investment. The loans were
      re-classed from Mortgage Loans Held for Sale to long term because the
      Company was unable to sell them in the short term and it was felt that if
      the Company could hold them long enough to build a repayment history they
      would be more marketable.

      The Company considers loans for impairment quarterly under SFAS 114 -
      Accounting by Creditors for Impairment of a Loan, SFAS 118 - Accounting by
      Creditors for Impairment of a Loan - Income Recognition and Disclosures,
      and SFAS 5 - Accounting for Contingencies.

      SFAS 114 addresses the accounting by creditors for impairment of certain
      loans and requires that impaired loans be measured based on the present
      value of expected future cash flows discounted at the loan's effective
      interest rate or, as a practical expedient, at the loan's observable
      market price or the fair value of the collateral if the loan is collateral
      dependent. The Company considers a loan to be impaired when, based on
      current information and events, it is probable that the Company will be
      unable to collect all amounts due according to the contractual terms of
      the loan agreement. SFAS 114 amends FASB Statement No. 5, Accounting for
      Contingencies, to clarify that a creditor should evaluate the
      collectibility of both contractual interest and contractual principal of
      all receivables when assessing the need for a loss accrual. As required by
      SFAS 114, the Company applies its normal loan review procedures in making
      that judgment. Pursuant to SFAS 118, the Company uses existing methods for
      recognizing interest income on impaired loans.


                                       9
<PAGE>

NOTE 6 WAREHOUSE LINES OF CREDIT

      At September 30, 2002, the Company had a $15,000,000 mortgage loan
      purchasing warehouse line with First Collateral Services, collateralized
      by the related mortgage loans receivable with a carrying value of
      $18,927,137 at September 30, 2002. Interest was due monthly at the bank
      reference rate plus an established percentage (totaling 4.3% at September
      30, 2002). At September 30, 2002, the outstanding balance under the
      warehouse line of credit was $18,226,626. First Collateral ceased
      providing Ocean West funds under the line effective April 30, 2003. The
      remaining balance on the line ($440,758 at June 30, 2005) is being paid
      off as the loans securing the line are sold.

              The Company has a line of credit with Provident Consumer Financial
      Services which is $8,000,000 and Warehouse One which is $5,000,000. Due
      to an event of default resulting from the reduction of its net worth.The
      Company has paid their respective balances in full, $1.2 miilion to
      Provident and $336,000 to Warehouse One. The loan agreement governing
      the terms of the Warehouse One line of credit contains a restrictive
      covenant requiring the Company to maintain a minimum corporate net worth
      of $3,000,000 and a minmum combined corporate/guarantor tangible net
      worth of $7,000,000. The Company is currently not in compliance with its
      lender. As of June 30, 2005 the stockholders' equity of the Company was
      $(2,497,774), per the terms of the contract this has created an event of
      default. Since the Company does not comply with the restrictive
      covenants, there is the possibility that we may lose the credit facility
      at any time, which would cause a negative impact on the way we do
      business and a material adverse effect on our results of operations and
      financial condition.

      Interest expense incurred under the warehouse lines of credit was $41,046
      for the quarter ended June 30, 2005, and is included in revenue from
      origination and sale of mortgage loans and commissions, net on the
      statement of operations.

NOTE 7 LONG-TERM DEBT AND CAPITAL LEASE OBLIGATIONS

      A summary of long-term debt is as follows:

                                                                June 30,
                                                                  2005
                                                             -------------

       Note payable to a related party, originally
       bearing interest at 15% per annum, payable in
       monthly interest installments with all unpaid
       principal and interest due March 1, 2007. At
       September 30, 2002, the interest rate was
       reduced to 12%.                                          $35,000

       Note payable to a related party, originally
       bearing interest at 24% per annum, payable in
       monthly interest installments with all unpaid
       principal and interest due March 1, 2007. At
       September 30, 2002, the interest rate was
       reduced to 12%.                                           50,000

       Note payable to an individual, bearing interest
       at 12% per annum, payable in monthly interest
       installments with all unpaid principal and
       interest due December 1, 2003.                           182,626

       Note payable to an individual, bearing interest
       at 12% per annum, payable in monthly interest
       installments with all unpaid principal and
       interest due March 1, 2004.                              185,000

       Note payable to an individual, bearing interest
       at 12% per annum, payable in monthly interest
       installments with all unpaid principal and
       interest due November 1, 2003.                           250,000


                          10
<PAGE>

                OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)


       Note payable to an individual, bearing interest
       at 10% per annum, payable in monthly interest
       and principal installments of $2,193.93 with all
       unpaid principal and interest due December 31,
       2019.                                                    148,363

       Note payable to former stockholder, bearing
       interest at 13% per annum payable in monthly
       interest installments with all unpaid principal
       and interest due June 30, 2008.                         $ 45,000

       Note payable to former stockholder, bearing
       interest at 14% per annum payable in monthly
       payments of $2,203 including principal and
       interest; with all unpaid principal and interest
       due April 1, 2017.                                       249,232

       Note payable to Indy Mac, bearing interest at 0%
       per annum payable in monthly payments of $12,500
       with all unpaid principal due October, 2005              126,428

                                                              1,271,649

       Less current maturities                                 (740,126)
                                                             ----------
                                                             $  531,523
                                                             ==========

       Interest expense for the three and six months ended June 30, 2005 were
       $8,285 and $8,592.

NOTE 8 STOCKHOLDERS' EQUITY

       The Company's Articles of Incorporation authorize the issuance of
       10,000,000 shares of $.01 par value preferred stock. The Board of
       Directors has the power to designate the rights and preferences of the
       preferred stock and issue the preferred stock in one or more series. As
       of June 30, 2005, the Company has no preferred stock outstanding.

       On June 2, 2005, Ocean West Holding Corporation received 5,586,004 shares
       of common stock in a reverse merger transaction with InfoByPhone (See
       Note 1).

       During 2005, the Company issued 2,662,400 shares of common stock for
       services valued at $689,064. The Company recorded the fair value on the
       date of issuance based on recent cash offering prices.

       During 2005, the Company issued a total of 2,070,000 shares of common
       stock valued at $471,000 to four consultants for services. The Company
       recorded the fair market value on the date of issuance based on recent
       cash offering prices. For the three and six months ended June 30, 2005,
       the Company recognized $187,050 and $187,050, respectively, in expenses.

       During 2005, the Company issued 1,078,333 shares of common stock to
       individuals for cash of $323,500. During 2004, the Company issued 300,000
       common stock options with an exercise price of $.25 to a consultant for
       services. The Company recorded the fair market value of the options based
         on the intrinsic value of $225,000, which was the difference between
       the exercise price and the fair market value of the common stock on the
       date of grant. For the three and six months ended June 30, 2005, the
       Company recognized $56,250 and $112,500, respectively, in expenses.


                                       11
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)


       During 2004, the Company sold a total of 483,123 units that consist of
       one share of common stock and one warrant to purchase one share of common
       stock at an exercise price of $2.00 per share that expires three years
       from the date of issuance for gross proceeds of $483,123.

       The Company has 448,420 outstanding warrants to purchase common at stock
       prices between $0.25 and $1.25 stock of the Company, which are currently
       in dispute (See note 10.).

NOTE 9 STOCK OPTION PLAN

       Under the 2005 Management and Director Equity Incentive and Compensation
       Plan, the Company may grant incentive stock options to its employees and
       officers, and non-qualified stock options to directors, and consultants
       of the Company as well as restricted performance shares to purchase up to
       2,000,000 shares of common stock. Under the plan, the exercise price of
       each option equals or exceeds the market price of the Company's stock on
       the date of grant, and the options' maximum term is five years. Options
       are granted at various times and vest over various periods.

       During June 2005, the Company granted 821,000 stock options to certain
       employees. The Company applies APB Opinion No. 25 and related
       interpretations in accounting for stock options issued to employees.
       Accordingly, no compensation cost has been recognized for options issued
       to employees. Had compensation cost been determined based on the fair
       market value at the grant date, consistent with SFAS 123, the Company's
       net loss would have changed to the pro-forma amounts indicated below.

                                                                      2005
                                                                 --------------
       Net loss available to common shareholders
                                                As Reported        (1,908,281)
                                                  Pro Forma        (2,191,526)
       Basic and diluted loss per share
                                                As Reported              (.32)
                                                  Pro Forma              (.34)

       The fair value of each option grant is estimated on the date of grant
       using the Black-Scholes option pricing model with the following weighted
       average assumptions used for grants in 2005, dividend yield of zero,
       expected volatility of 52%; risk-free interest rates of 4.125% expected
       lives of five years.

       A summary of the status of Company's stock option plan as of June 30,
       2005 and the changes during the periods then ended is presented below:

                                                                    Weighted
                                                                     Average
       Fixed Options                                Shares       Exercise Price
       ---------------------------------------  --------------   --------------
       Outstanding at beginning of year                     --   $           --
       Granted                                         821,000              .69
                                                --------------   --------------
       Outstanding at June 30, 2005                    821,000   $          .69
                                                ==============   ==============
       Options exercisable at June 30, 2005            410,500
                                                ==============

       Weighted average fair value of options
       granted to employees during period ended
       June 30, 2005                            $          .69
                                                ==============

<TABLE>
<CAPTION>
                                Weighted
                    Number       Average    Weighted    Number     Weighted
                 Outstanding    Remaining    Average  Exercisable   Average
    Exercise     at June 30,   Contractual  Exercise  at June 30,   Exercise
      Price         2005          Life        Price      2005        Price
   ----------   -------------  -----------  --------  -----------  ---------
<S>                 <C>              <C>        <C>       <C>       <C>
   $       .69      821,000          5.0        .69       410,500   $    .69
</TABLE>


                                       12
<PAGE>

                 OCEAN WEST HOLDING CORPORATION AND SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                               AS OF JUNE 30, 2005
                                   (UNAUDITED)


NOTE 10  COMMITMENTS AND CONTINGENCIES

       The Company has entered into various service and content agreements. The
       agreements are usually effective for a period of one year and require the
       Company to pay a monthly fee and/or transaction fees based on usage. The
       costs associated with these contracts are included in costs of revenues.

       Litigation

       The Company has been advised by Pioneer Credit Recovery, Inc. that the
       U.S. Department of Treasury has placed with Pioneer an account owed to
       it by the Company's wholly-owned subsidiary OWE. The former principals
       of OWE and the Company did not disclose to InfoByPhone or current
       management that they and OWE had guaranteed three HUD loans in the
       aggregate amount of $151,980 and any other unpaid loans. Such amounts
       have been recorded in accrued liabilities at June 30, 2005.

       The Company has received a claim from the former CEO of the Company. The
       CEO was employed by the Company under an employment agreement dated
       September 1, 2004. The CEO was to be compensated $180,000 per year in
       base salary plus bonuses through August 31, 2007. The CEO claim is for a
       breach of contract alleged to have occurred in late 2004 under the
       control of prior management and for prior management failure to advise
       the Company's shareholders of the sale of OWHC until after the Closing.
       The Company has not accrued any amounts due to the former CEO and
       intends to vigorously defend itself.

       The company has been advised by an accountant for CDA that there are
       at least 448,420 outstanding warrants to purchase common stock of
       the Company, a portion of which may still be exercisable despite
       former management's representation and warranty that there were no
       outstanding warrants at the time of the Closing. Included in these
       warrants are 300,000 exercisable at $0.25 per share through August
       15, 2007. The alleged holder of these warrants, Remsen Funding
       Corporation has filed a lawsuit against the Company (06 CV 609) in
       the United States District Court for the Southern District of New
       York seeking specific performance of an agreement which provided for
       "piggyback" registration rights and seeks to have the Company
       include the 300,000 shares underlying the warrants in its pending
       registration statement on Form SB-2.

       The Company will pursue all avenues to make sure it is made whole for the
       above misrepresentations and omissions, however, there can be no
       assurance the Company will not be adversely affected by such breaches. In
       the event a claim is made against the Company by any of the
       above-mentioned parties, or by any others, the Company will seek
       indemnification from the former principals of OWE, CDA, and their
       affiliates under both the Exchange Agreement, and the Assignment and
       Assumption of Liabilities Agreement dated May 23, 2005.


NOTE 11  BUSINESS SEGMENTS

       The Company has two operating segments. They are organized internally
       primarily by the type of services performed. The Company's two operating
       segments include mobile devices division and its mortgage banking
       company. The accounting policies of the segments are the same as
       described in the summary of significant accounting policies. There are no
       inter-segment sales.

                                                                   Ocean West
                               InfoByPhone       Enterprises          Total
                             ---------------   ---------------   --------------
       2005
       Revenue               $        6,318    $   182,637       $     188,955
       Net income (loss)         (1,611,454)      (292,531)         (1,908,281)
       Assets                        23,097      1,131,899           1,154,996


                                       13
<PAGE>

NOTE 12 GOING CONCERN

       As reflected in the accompanying financial statements, at June 30, 2005,
       the Company has a net loss of $1,908,281, a working capital deficiency of
       $2,531,338, a stockholders' deficiency of $2,497,744 and used cash in
       operations of $416,056. In addition to the need for capital to cover
       ongoing operating expenses, the Company estimates that it may require up
       to $410,000 per month to launch its product. These factors raise
       substantial doubt about the Company's ability to continue as a going
       concern.

       The Company's continued existence is dependent upon its ability to raise
       capital and to successfully market and sell its products (See Note 11).
       The financial statements do not include any adjustments that might be
       necessary should the Company be unable to continue as a going concern.


NOTE 13 SUBSEQUENT EVENTS

       After June 30, 2005, the Company raised $3,200,000 in a private placement
       of its securities, on a best efforts, minimum-maximum basis (the
       "Offering"). As of July 31, 2005, the Company had sold 10,666,669 shares
       of the Company's Common Stock (the "Shares") for total gross proceeds of
       $3,200,000. The Company received net proceeds of approximately
       $2,784,000, after deducting fees payable to the placement agent. These
       fees included a 10% commission equal to $320,000, payable in cash plus
       the placement agent also received shares of Common Stock, equal to 10% of
       all shares sold for a total of 969,645 shares of Common Stock, a 3%
       non-accountable expense allowance of $96,000, as well as other
       transaction expenses payable by the Company. It should be noted that the
       placement agent paid other selected dealers a fee equal to 10% cash
       commission and 10% of all shares placed by each selected dealer. The
       proceeds received in this Offering will first be used to repay
       approximately $100,000 of outstanding principal and accrued interest owed
       to Allied International Fund. The remaining proceeds from this Offering
       will be used for research and development, marketing and for working
       capital and general corporate uses.

       In July 2005 the Company repaid its $100,000 secured promissory note
       dated March 15, 2005.

       In July 2005 , the Company entered into an employment agreements with its
       President for a term of three years at an annual minimum salary of
       $110,000 with additional bonuses and fringe benefits. The Company also
       issued the President 200,000 common stock options.

       In July 2005 , the Company entered into an employment agreements with an
       executive for a term of one year at an annual minimum salary of $110,000
       with additional bonuses and fringe benefits. The Company also issued the
       executive 50,000 common stock options.


                                       14
<PAGE>

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

General

       InfoByPhone, wholly owned subsidiary of Ocean West Holding Corporation,
is a communications technology company that provides users of handheld cellular
devices with access to information regardless of location through its
AskMeNow(TM) Service (the "Service"). The Service is a new mobile information
content service users of any mobile device with text messaging/SMS or email
capability, can use to call, email, or text message (SMS) questions. An answer
is then text messaged or e-mailed back to the consumer's mobile device, usually
within a matter of minutes.

       The Service is accessible anytime and anywhere, through every possible
way that wireless technology allows people to communicate via a mobile device.
Using proprietary software and proprietary methods, the Service has the research
capability to answer virtually any information-based question, including current
news and events, sports scores, historical statistics, weather, entertainment,
stock quotes and market data, driving directions, travel schedules and
availabilities, emergency disaster information, comparison shopping, restaurant
information and reservations, director assistance, and random trivia
(literature, history, science, etc.). Once information is accessed from third
party strategic partners, it is refined to a format suitable for easy reading on
the screen of a user's mobile device and quickly emailed or text messaged back
to the user.

       We anticipate launching the product from beta in the Fall of 2005. The
release will be primarily to cell phone users in the U.S. and Canada. We will
utilize a national marketing program via a television commercial that will run
on local cable networks in the top 100 markets in the U.S. Our product is
expected to generate revenues through fees generated from advertisers utilizing
our ad space to promote products and by charging customers that ask questions
that are not able to be asked in our Templated Formats. We also expect to
generate revenue from affiliate partnerships whereby our customers purchase ring
tones, wallpaper, games and other items.

       Ocean West Enterprises is a wholesale and retail mortgage banking company
primarily engaged in the business of originating and selling loans secured by
real property with one to four units. Our income is generated from loan
origination fees and from gains from sales of mortgage loans on the secondary
mortgage market and to private investors. We also generate revenues through
fees, such as brokerage fees, underwriting fees, processing fees and document
drawing fees, in connection with the funding or brokering of a loan.

       We are in the process of relocating our corporate offices to Southern
California and expect to have a number of our staff relocate to our new office.

Reverse Merger

       Pursuant to a Securities Exchange Agreement and Plan of Reorganization
dated as of April 5, 2005, by and among the Company, InfoByPhone, Inc. and the
shareholders of InfoByPhone ("Exchange Agreement") effective June 6, 2005, the
Company acquired InfobyPhone, a Delaware corporation, in a reverse merger
pursuant to which InfoByPhone became a wholly-owned subsidiary of the Company,
as the Company acquired (i) all of the issued and outstanding shares of common
stock of InfoByPhone in exchange for an aggregate of 6,000,000 shares of
authorized, but unissued, shares of common stock, par value $0.01 of the
Company, which together with the 500,000 shares issued as a finder's fee then
constituted approximately 56% of the capital stock of the Company.

Forward-Looking Statements

       Statements in this Item 2. "Management's Discussion and Analysis of
Financial Condition and Results of Operations" and elsewhere in this document
are certain statements which are not historical or current fact and constitute
"forward-looking statements" within the meaning of such term in Section 27A of
the Securities Act of 1933 and Section 21E of the Securities Exchange Act of
1934. Such forward-looking statements involve known and unknown risks,
uncertainties and other factors that could cause the actual financial or
operating results of the Company to be materially different from the historical
results or from any future results expressed or implied by such forward-looking


                                       15
<PAGE>

statements. Factors that could cause actual results to differ materially from
those predicated in any such forward-looking statement include our ability to
continue to lower our costs, our timely development and customers' acceptance of
our products, including acceptance by key customers, pricing pressures, rapid
technological changes in the industry, increased competition, our ability to
attract and retain qualified personnel, our ability to identify and successfully
consummate future acquisitions; adverse changes in general economic conditions
in the U.S. and internationally, and political and economic uncertainties
associated with current world events. Such forward looking statements are based
on our best estimates of future results, performance or achievements, based on
current conditions and the most recent results of the Company. In addition to
statements which explicitly describe such risks and uncertainties, readers are
urged to consider statements labeled with the terms "may", "will", "potential",
"opportunity", "belies", "belier", "expects", "intends", "estimates",
"anticipates" or "plans" to be uncertain and forward-looking. The
forward-looking statements continued herein are also subject generally to other
risks and uncertainties that are described from time to time in the Company's
reports and registration statements filed with the Securities and Exchange
Commission.

      MATERIAL CHANGES IN RESULTS OF OPERATIONS

SIX-MONTH PERIOD ENDED JUNE 30, 2005, AS COMPARED TO THE PERIOD JANUARY 7, 2004
(INCEPTION) TO JUNE 30, 2004

We reported sales of $186,223 and $188,955 for the three and six months ended
June 30, 2005, as compared to $0 for the three months ended June 30, 2004 and
the period January 7, 2004 (Inception) to June 30, 2004. The increase in our
sales was due to the Company rolling out its service on a subscription basis in
its mobile services division and sales in our mortgage services division.

Research and Development have increased to $40,956 and $41,856 for the three and
six months ended June 30, 2005, as compared to $28,000 and $31,576 for the three
months ended June 30, 2004 and the period January 7, 2004 (Inception) to June
30, 2004. This increase was a result of the Company's continued development of
its services and products in its mobile services division.

Cost of revenue have increased to $175,265 and $221,264 for the three and six
months ended June 30, 2005, as compared to $0 for the three months ended June
30, 2004 and the period January 7, 2004 (Inception) to June 30, 2004. The
Company has incurred significant costs in its mobile services division as it
implementing it services. Most of the costs are derived from its call center in
the Philippines and amounts paid to third party content providers.

General and administrative costs have increased to $448,123 and $481,668 for the
three and six months ended June 30, 2005, as compared from $15,310 and 30,027
for the three months ended June 30, 2004 and the period January 7, 2004
(Inception) to June 30, 2004. The Company is incurring additional expenses as it
implements its business plan in it mobile services division.

Professional fees have increased to $108,894 and $142,015 for the three and six
months ended June 30, 2005, as compared to $23,460 and $45,336 for the three
months ended June 30, 2004 and the period January 7, 2004 (Inception) to June
30, 2004. Most of these costs are legal and accounting associated with the
Company's merger and private placement of securities.

Payroll expense has increased to $91,531 and $213,227 for the three and six
months ended June 30, 2005, as compared to $0 for the three months ended June
30, 2004 and the period January 7, 2004 (Inception) to June 30, 2004. The
Company has begun to staff up its operations in anticipation of increased
Operations in it mobile services division.

Interest expense has increased to $8,285 and $8,592 for the three and six months
ended June 30, 2005, as compared to $0 for the three months ended June 30, 2004
and the period January 7, 2004 (Inception) to June 30, 2004. Interest expense is
a primarily a result of the Company's $100,000 promissory note entered into in
March 2005. The note bore interest at a rate of 16% per annum. The note was
repaid in July 2005.

Stock Compensation has increased to $932,364 and $988,614 for the three and six
months ended June 30, 2005, as compared to $0 for the three months ended June
30, 2004 and the period January 7, 2004 (Inception) to June 30, 2004. During
2005, the Company issued 2,662,400 shares of common stock for services valued at
$689,063. The shares were valued at a recent cash offering price. In addition,
the Company issued a total of 2,070,000 shares of common stock value at $471,000
to four consultants for services. The Company recorded the fair market on the
date of issuance based on recent cash offering prices. For the three and six
months ended June 30, 2005, the Company recognized $187,050 and $187,050,
respectively, in stock compensation expense.

                                       16
<PAGE>

All of the foregoing increases are directly related to increases in our
marketing efforts, including preparation for our expected fall 2005 launch.

We anticipate that our total operating expenses will continue to increase in
future periods as our sales increase in our mobile services division. The
Company is not activity supporting its mortgage services division. Included in
these anticipated increases are salaries and benefits for additional employees,
increased marketing and advertising expenses. We also anticipate that our
professional fees will continue to increase as we seek to raise additional
capital. We cannot, however, at this time predict the amount of any of these
increases.

We reported a net loss of $1,619,195 and $1,908,281 for the three and six months
ended June 30, 2005, as compared to $66,770 and $106,939 for the three months
ended June 30, 2004 and the period January 7, 2004 (Inception) to June 30, 2004.
Our revenues are not sufficient to fund our operations and we anticipate that we
will incur losses for the foreseeable future until such time as we can
significantly increase our revenues. Because of the early stage of our business,
the highly competitive nature of our industry and our lack of sufficient working
capital, it is unlikely that we will be able to increase our revenues in the
near future to a level which will sustain our operations and enable us to report
a profit.

MATERIAL CHANGES IN FINANCIAL CONDITION - JUNE 30, 2005, AS COMPARED WITH JUNE
30, 2004

Net cash used in operating activities increased to $416,056 for the six months
ended June 30, 2005 as compared to $105,816 for the period January 7, 2004
(Inception) to June 30, 2004. Included in this increase was:

      o     an increase of $1,801,342 in our net loss,

      o     an increase of $998,614 in stock compensation issued for services
            and consulting

      o     an increase of $167,468 in accounts payable, and

      o     an increase of $324,184 in accrued expenses.

Net cash provided by investing activities were $229,312 for six months ended
June 30, 2005 and used $18,684 for the period January 7, 2004 (Inception) to
June 30, 2004. The Company purchased computer equipment and furniture during
2004. Net Cash provided by financing activities were $417,670 for the six months
ended June 30, 2005 compared to $124,500 period January 7, 2004 (Inception) to
June 30, 2004. During the Six months ended June 30, 2005 the Company issued
1,078,333 shares of common stock to individuals for cash of $323,500. In
addition, the Company received $100,000 under a secured promissory note dated
March 15, 2005. The note bore interest at 16% per annum and was repaid in July
2005.

We had a working capital deficit of $2,531,338 at June 30, 2005 and cash on hand
of $230,920. At June 30, 2004, we had a stockholders' deficit of $2,497,774.

After June 30, 2005, the Company raised $3,200,000 in a private placement of its
securities, on a best efforts, minimum-maximum basis (the "Offering"). As of
July 31, 2005, the Company had sold 10,666,669 shares of the Company's Common
Stock (the "Shares") for total gross proceeds of $3,200,000. The Company
received net proceeds of approximately $2,784,000, after deducting fees payable
to the placement agent. These fees included a 10% commission equal to $320,000,
payable in cash, plus the placement agent also received Shares of Common Stock
equal to 10% of all shares sold for a total of 969,645 shares of Common Stock, a
3% non-accountable expense allowance of $96,000, as well as other transaction
expenses payable by the Company. It should also be noted that the placement
agent paid other selected dealers a fee equal to 10% cash commission and 10% of
all shares placed by each respective select dealer. The proceeds received in
this Offering will first be used to repay approximately $100,000 of outstanding
principal and accrued interest owed to Allied International Fund. The remaining
proceeds from this Offering will be used for research and development, marketing
and for working capital and general corporate uses.


                                       17
<PAGE>

If we are to fully implement our business plan, we anticipate that our use of
cash will be substantial for the foreseeable future, and will exceed our cash
flow from operations during the next 12 months and thereafter, absent a
significant increase in sales. To fully implement our business plan, over the
next 12 months we anticipate that we will require additional working capital for
increasing our infrastructure, for salaries and wages, and for increased
marketing and advertising. Unless sales significantly increase over the next 12
months, we will not have significant working capital to hire additional
employees, marketing or otherwise pursue our business plan.

The report of our independent registered public accounting firm on our
consolidated financial statements as of December 31, 2004, contains an
explanatory paragraph expressing uncertainty with respect to our ability to
continue as a going concern as a result of our net losses working capital
deficiency, stockholders' deficiency and cash used in operations.

CRITICAL ACCOUNTING POLICIES

      We have identified the policies outlined below as critical to our business
operations and an understanding of our results of operations. The list is not
intended to be a comprehensive list of all of our accounting policies. In many
cases, the accounting treatment of a particular transaction is specifically
dictated by accounting principles generally accepted in the United States, with
no need for management's judgment in their application. The impact and any
associated risks related to these policies on our business operations is
discussed throughout Management's Discussion and Analysis or Plan of Operations
where such policies affect our reported and expected financial results. Note
that our preparation of the financial statements requires us to make estimates
and assumptions that affect the reported amount of assets and liabilities,
disclosure of contingent assets and liabilities at the date of our financial
statements, and the reported amounts of revenue and expenses during the
reporting period. There can be no assurance that actual results will not differ
from those estimates.

REVENUE RECOGNITION

Revenue is recognized on sales of products when the customer receives title to
the goods, generally upon delivery. Revenue is recorded on a gross basis, since
we are responsible for fulfillment, including the acceptability of the products
and services ordered by the customer. In the event we place any merchandise on
consignment, the related sales from such merchandise will be recorded when such
merchandise is sold by the retailer.

RESEARCH AND DEVELOPMENT

We account for research and development costs in accordance with several
accounting pronouncements, including SFAS 2, Accounting for Research and
Development Costs.


ACCOUNTS RECEIVABLE; ALLOWANCE FOR DOUBTFUL ACCOUNTS

      We maintain allowances for doubtful accounts for estimated losses
resulting from the inability of our customers to make required payments. If the
financial condition of customers were to deteriorate, resulting in an impairment
of their ability to make payments, additional allowances may be required.

RECENT ACCOUNTING PRONOUNCEMENTS

      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 Non-monetary Assets - an amendment of APB
Opinion No. 29," and SFAS No. 123 (revised 2004), "Share-Based Payment," were
recently issued. SFAS No. 151, 152, 153 and 123 (revised 2004) have no current
applicability to the Company and have no effect on the financial statements.


                                       18
<PAGE>

Item 3. Controls and Procedures.

The Company's management evaluated, with the participation of the Company's
principal executive and principal financial officer, the effectiveness of the
Company's disclosure controls and procedures (as defined in Rules 13a-15(e) and
15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange
Act")), as of June 30, 2005. Based on this evaluation, the Company's principal
executive and principal financial officer concluded that the Company's
disclosure controls and procedures were effective as of June 30, 2005.


                                       19
<PAGE>

                                    PART II
                               OTHER INFORMATION

Item 1. Legal Proceedings.

         In the ordinary course of business, the Company may be involved in
legal proceedings from time to time. As of the date of this report, there are no
legal proceedings against the Company other than set as forth below. No
governmental agency has instituted any proceedings or served the Company with
any complaints. However, the Company has been advised by Pioneer Credit
Recovery, Inc. that the U.S. Department of Treasury has placed with Pioneer an
account owed to it by the Company's wholly-owned subsidiary OWE. The former
principals of OWE and the Company did not disclose to InfoByPhone or current
management that they and OWE had guaranteed three HUD loans in the aggregate
amount of $151,980 and any other unpaid loans. Such amounts have been recorded
in accrued liabilities at June 30, 2005.

        The Company has received a claim from the former CEO of the Company. The
CEO was employed by the Company under an employment agreement dated September 1,
2004. The CEO was to be compensated $180,000 per year in base salary plus
bonuses through August 31, 2007. The CEO claim is for a breach of contract
alleged to have occurred in late 2004 under the control of prior management and
for prior management failure to advise the Company's shareholders of the sale of
OWHC until after the Closing. The Company has not accrued any amounts due to the
former CEO and intends to vigorously defend itself. The company has been advised
by an accountant for CDA that there are at least 448,420 outstanding warrants to
purchase common stock of the Company, a portion of which may still be
exercisable despite former management's representation and warranty that there
were no outstanding warrants at the time of the Closing. Included in these
warrants are 300,000 exercisable at $0.25 per share through August 15, 2007. The
alleged holder of these warrants, Remsen Funding Corporation has filed a lawsuit
against the Company (06 CV 609) in the United States District Court for the
Southern District of New York seeking specific performance of an agreement which
provided for "piggyback" registration rights and seeks to have the Company
include the 300,000 shares underlying the warrants in its pending registration
statement on Form SB-2.

         The Company will pursue all avenues to make sure it is made whole for
the above misrepresentations and omissions', however, there can be no assurance
the Company will not be adversely affected by such breaches. In the event a
claim is made against the Company by any of the above-mentioned parties, or by
any others, the Company will seek indemnification from the former principals of
OWE, Consumer Direct of America, the Company's former principal shareholder, and
their affiliates under both the Exchange Agreement, and the Assignment and
Assumption of Liabilities Agreement dated May 23, 2005.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

         Except as set forth herein, all issuances of restricted securities by
the Company during the three-month period ended June 30, 2005, were previously
reported on Form 8-K.

         On June 6, 2005, we issued an aggregate of 6,000,000 shares of the
Company's common stock, $.01 par value per share (the "Shares"), to the then
existing shareholders of InfoByPhone, Inc. ("IBP"), pursuant to a Securities
Exchange Agreement and Plan of Reorganization dated as of April 5, 2005 (the
"Exchange Agreement") by and among the Company, IBP and the shareholders of IBP.
Also on June 6, 2005, we issued an aggregate of 500,000 Shares as a finder's fee
to Vertical Capital Partners, Inc.

         On June 9, 2005, we issued an aggregate of 216,000 shares of common
stock to Giosue LLC, Gary Schonwald, Bruce Shalett and Verity SanSouci. Giosue
LLC received 75,000 Shares, Gary Schonwald received 50,000 Shares, Bruce Shalett
received 75,000 Shares and Verity SanSouci received 16,000 Shares. Also on June
9, 2005, we issued an aggregate of 197,896 Shares to Robert DePalo and Robert
Fallah, who each received 98,948 Shares. All of these shares were issued under
the Exchange Agreement.

                                       20
<PAGE>

         On June 9, 2005, we issued an aggregate of 1,500,000 shares of common
stock (the "Consultant Shares"), to Strategic Partners Consulting LLC, Boston
Financial Partners and Adam Rentzer (collectively, the "Consultants"), pursuant
to the terms of the Consulting Agreements and in partial consideration of the
services to be provided under the Consulting Agreements. Strategic Partners
Consulting LLC received 625,000 Consultant Shares, Boston Financial Partners
received 625,000 Consultant Shares and Adam Rentzer received 250,000 Consultant
Shares.

         The issuance of these Shares did not require registration under the
Securities Act of 1933, as amended, pursuant to exemption available under the
provisions of Section 4(2) of the Act. There was no underwriter or placement
agent involved in these transactions.

Item 3.  Defaults Upon Senior Securities.

None.

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

The Securities 14C Preliminary Information Statement filed on April 25, 2005,
has not been finalized and mailed.

On July 8, 2005, the Company mailed a Schedule 14f-1 to its shareholders
informing them of a change of control of the Company. Pursuant to the Exchange
Agreement described above and the exchange of Shares between the Shareholder of
InfoByPhone and the Company, InfoByPhone became a wholly-owned subsidiary of the
Company. Ten (10) days after the mailing of the Schedule 14f-1 the entire Board
of Directors was comprised of persons selected by the majority Shareholders of
the Company.

Item 5.  Other Information.

None.

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

         Exhibits.

Set forth below is a list of the exhibits to this Quarterly Report on Form
10-QSB.

     Exhibit
     Number                     Description
     -------                    -----------

      31.1  Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a), as
            adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

      32.1  Certification pursuant to 18 U.S.C. 1350, as adopted pursuant to
            Section 906 of the Sarbanes-Oxley Act of 2002.

                                       21
<PAGE>

      (b) The Registrant filed the following reports on Form 8-K during the
fiscal quarter ended June 30, 2005:

         Date                       Items
         ----                       -----
         June 10, 2005              2.01
         June 9, 2005               2.01, 5.01, 5.02, 7.01, 8.01 and 9.01
         April 29, 2005             1.01




                                       22
<PAGE>

                                   SIGNATURES

         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.



Dated: February 7, 2006             Ocean West Holding Corporation


                                    By: /s/ Darryl Cohen
                                        -----------------------------------
                                        Darryl Cohen, Chief Executive Officer
                                        (Principal executive officer and
                                        Principal financial officer)



                                       23
<PAGE>

                         Ocean West Holding Corporation

                        Quarterly Report on Form 10-QSB/A
                           Quarter Ended June 30, 2005

                                  EXHIBIT INDEX

Exhibit
Number     Description
------     -----------
 31.1      Certification pursuant to Rule 13a-14(a) or Rule 15d-14(a), as
           adopted pursuant to Section 302 of the

 32.1      Certification pursuant to 18 U.S.C. 1350, as adopted pursuant to
           Section 906 of the Sarbanes-Oxley Act of 2002.




                                       24