SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549


                                   FORM 10-Q/A

(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES  EXCHANGE
ACT OF 1934.
                                   For the quarterly period ended June 30, 2005

                                       OR

|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934.
     For the transition period from                      to
                                    --------------------    --------------------

                        Commission file number 000-29541

                            BRONCO ENERGY FUND, INC.
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)


                       NEVADA                           86-0972709
  (STATE OR OTHER JURISDICTION OF           (I.R.S. EMPLOYER IDENTIFICATION NO.)
  INCORPORATION OR ORGANIZATION)

      2920 N. SWAN ROAD, SUITE 206, TUCSON, AZ                          85712
      (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                       (ZIP CODE)

        REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (866) 305-0485



FORMER  NAME,  FORMER  ADDRESS AND FORMER  FISCAL  YEAR,  IF CHANGED  SINCE LAST
REPORT.

         Indicate  by check  mark  whether  the  registrant:  (1) has  filed all
reports  required to be filed by Section 13 or 15(d) of the Securities  Exchange
Act of 1934 during the preceding 12 months (or for such shorter  period that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes |X| No |_|

         Indicate by check mark whether the Registrant is an  accelerated  filer
(as defined by Rule 12b-2 of the Act). Yes |_| No |X|

<PAGE>

                            BRONCO ENERGY FUND, INC.

      THIS QUARTERLY  REPORT ON FORM 10-Q CONTAINS  HISTORICAL  INFORMATION  AND
FORWARD-LOOKING  STATEMENTS.  STATEMENTS LOOKING FORWARD IN TIME ARE INCLUDED IN
THIS  FORM  10-Q  PURSUANT  TO THE  "SAFE  HARBOR"  PROVISIONS  OF  THE  PRIVATE
SECURITIES  LITIGATION  REFORM ACT OF 1995. THEY INVOLVE KNOWN AND UNKNOWN RISKS
AND  UNCERTAINTIES  THAT MAY CAUSE BRONCO ENERGY FUND,  INC.'S (THE "COMPANY'S")
ACTUAL RESULTS TO DIFFER FROM FUTURE PERFORMANCE SUGGESTED HEREIN.

      Bronco Energy Fund is hereby  restating its financial  statements  for the
quarter ended March 31, 2005 to conform to the presentation  required (Article 6
of  Regulation  SX ) of a  Business  Development  Company  regulated  under  the
Investment Act of 1940. Additionally,  the financials also take into account the
cancellation  of officer and director  shares that might not have  complied with
the  provisions  of the  Investment  Company  Act in that the shares were issued
without a  shareholder  vote of approval,  and in an amount  greater than 20 per
centum of the then  outstanding  voting  securities.  In order to  address  this
issue, the Company rescinded the transactions and canceled the issuances.

<TABLE>
<CAPTION>

             INDEX                                                                                 PAGE NO.
             -----                                                                                 --------
<S>          <C>                                                                                   <C>
PART I.      FINANCIAL INFORMATION

   Item 1.   Financial Statements                                                                            1

             Portfolio of Investments as of June 30, 2005 and December 31, 2004                              1

             Statements of Assets and Liabilities at June 30, 2005 and December 31, 2004                     3

             Statements of Operations for the six month and three-month periods ended June
                30, 2005 and June 30, 2004                                                                   4

             Statements of Changes in Net Assets for the six-month periods ended June 30,
                2005 and June 30, 2004                                                                       5

             Statements of Cash Flows for the three-month periods ended June 30, 2005 and
                June 30, 2004                                                                                6

               Financial Highlights                                                                          7

             Notes to Financial Statements                                                                   8

 Item 2
             Management's Discussion and Analysis of Financial Condition and Results of
                Operations                                                                                  13

             Quantitative and Qualitative Disclosures about Market Risk                                     14

   Item 3.   Controls and Procedures                                                                        14


PART II.     Other Information

   Item 1.   Legal Proceedings                                                                              14

   Item 2.   Changes in Securities and Use of Proceeds                                                      15

   Item 3.   Defaults Upon Senior Securities                                                                15

   Item 4.   Submission of Matters to a Vote of Security Holders                                            15

   Item 5.   Other Information                                                                              15

   Item 6.   Exhibits and Reports on Form 8-K                                                               16
</TABLE>




<PAGE>


PART I. FINANCIAL INFORMATION
 ITEM 1.  FINANCIAL STATEMENTS.

BRONCO ENERGY FUND, INC.
(A Development Stage Company)
PORTFOLIO OF INVESTMENTS (UNAUDITED)

<TABLE>
<CAPTION>
                                                             JUNE 30, 2005
                                                             ------------------------------------
                                                                   VALUE             PERCENT OF
                                                                                        NET
                                                                                      ASSETS
                                                            --------------------     ----------
<S>                                                         <C>                      <C>
   PORTFOLIO STRUCTURE
          SHORT-TERM INVESTMENTS:
               None                                         $                 -              -  %

          PRIVATE COMPANIES                                              92,454            235  %
          PUBLIC COMPANIES                                                    -              -  %
          PRIVATE UNVESTMENT FUNDS                                            -              -  %
                                                            --------------------     ----------
          TOTAL INVESTMENTS                                                                     %
                                                                         92,454            235

               OTHER ASSETS & LIABILITIES (NET)                        (131,844)          (335)  %
                                                            --------------------     ----------
          NET ASSETS                                        $           (39,391)            100  %
                                                            ====================     ==========
</TABLE>


 BRONCO ENERGY FUND, INC.
(A Development Stage Company)
PORTFOLIO OF INVESTMENTS
<TABLE>
<CAPTION>
                                                                                    DECEMBER 31, 2004
                                                                        -------------------------------------------
                                                                                  VALUE                PERCENT OF
                                                                                                           NET
                                                                                                         ASSETS
                                                                        ---------------------------    ------------
<S>                                                                     <C>                            <C>
   PORTFOLIO STRUCTURE
          SHORT-TERM INVESTMENTS:
                  None                                                  $                         -                - %

          PRIVATE COMPANIES                                                                       -                - %
          PUBLIC COMPANIES                                                                        -                - %
          PRIVATE INVESTMENT FUNDS                                                                -                - %
                                                                        ---------------------------    ------------
          TOTAL INVESTMENTS                                                                       -                - %
               OTHER ASSETS & LIABILITIES (NET)                                         (260,318)               100  %
                                                                        ---------------------------    ------------
          NET ASSETS                                                     $              (260,318)               100  %
                                                                        ===========================    ============
</TABLE>

                Notes to  Financial  Statements  are an  integral  part of these
Financial Statements.
                                        1


<PAGE>




BRONCO ENERGY FUND, INC.
(A Development Stage Company)
PORTFOLIO OF INVESTMENTS JUNE 30, 2005 (UNAUDITED)
<TABLE>
<CAPTION>

   PRINCIPAL                                                                    ACQUISITION             VALUE
 AMOUNT/SHARES                                                                   DATE ##              (NOTE 1)
 -------------                                                                   -------              --------
<S>                  <C>                                                        <C>             <C>
      PRIVATE COMPANIES *, @  -- 235%
          COMMON STOCKS -- 100%
      ENERGY COMPANIES -- 100%

          1,000      Bronco Coal Company (Utah)                                   02/05         $              37,238
          1,000      Bronco Coal Co. (Arizona)                                    02/05                             -
          1,000      Bronco Emerging Technologies, Co. (Arizona)                  02/05                             -
          1,000      Bronco Green Power Co. (Arizona)                             02/05                             -
          1,000      Bronco Hazelton Co (Indiana)                                 05/05                        55,216
          1,000      Bronco Petroleum Co. (Nevada)                                04/05                             -
                                                                                                ---------------------
          1,000      C&P Coal Corporation (Utah)                                  05/05                             -

                     TOTAL -- PRIVATE COMPANIES (Cost $174,165)                                                 92,454
                                                                                                ---------------------
                     TOTAL INVESTMENTS (Cost $174,165) -- 235%
                                                                                                               92,454
                     OTHER ASSETS & LIABILITIES (NET) -- (325)%
                                                                                                            (131,844)
                                                                                                ---------------------
                     NET ASSETS -- 100.00%                                                       $           (39,391)
                                                                                                =====================
</TABLE>


* Non-income producing securities only.
@    At June  30,  2005 the  Company  owned  25% or more of each of the  private
     company's  outstanding  common  stock  thereby  making  each  a  controlled
     affiliate as defined by the  Investment  Company Act of 1940.  Total market
     value of  controlled  affiliated  securities  owned  at June  30,  2005 was
     $92,454.

                 Notes to  Financial  Statements  are an integral  part of these
Financial Statements.
                                        2


<PAGE>


 BRONCO ENERGY FUND, INC.
(A Development Stage Company)
STATEMENTS OF ASSETS AND LIABILITIES
<TABLE>
<CAPTION>
                                                                      JUNE 30,               DECEMBER 31,
                                                                        2005                     2004
                                                                    (UNAUDITED)
                                                                 ------------------         ---------------
<S>                                                              <C>                        <C>
   ASSETS:

             Controlled Affiliated Issuers at value (Cost
$248,675
           and $0, respectively)                                 $           92,454         $             -
                                                                 ------------------         ---------------
          Cash and cash equivalents                                          99,390                     --

                  Prepaid expenses and other assets                          11,250
                                                                 ------------------         ---------------
               TOTAL ASSETS                                      $
                                                                            203,093         $             -
                                                                 ------------------         ---------------
   LIABILITIES:
          Management fees payable (Note 2)                       $           60,000         $             -
          Board of Managers' fees payable (Note 2)                           29,481
          Payable for stock redeemed                                         90,510
          Other payables                                                     62,493                 260,318
                                                                 ------------------         ---------------
               TOTAL LIABILITIES
                                                                            242,484                 260,318
                                                                 ------------------         ---------------
   NET ASSETS                                                    $
                                                                           (39,391)         $     (260,318)
                                                                 ==================         ===============
   NET ASSETS CONSIST OF:
          Paid-in capital, 5,754,000 shares outstanding          $           527200         $           200
          Accumulated deficit                                               (1,200)                 (1,200)
          Accumulated Deficit during Development Stage                    (409,169)               (259,318)
          Unrealized depreciation on investments                          (156,222)                       -
                                                                 ------------------         ---------------
   TOTAL NET ASSETS                                              $
                                                                           (39,391)         $     (260,318)
                                                                 ==================         ===============
   Shares Outstanding (100,000,000 of $0.001 par value
common stock authorized)                                                  5,754,000                 200,000
                                                                 ==================         ===============
   NET ASSET VALUE PER SHARE                                     $          (0.0068)         $      (1.3016)
                                                                 ==================         ===============
</TABLE>


                 Notes to  Financial  Statements  are an integral  part of these
Financial Statements.
                                        3




<PAGE>


BRONCO ENERGY FUND, INC.
(A Development Stage Company)
STATEMENTS OF OPERATIONS (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                                                         CUMULATIVE
                                                                                                                             SINCE
                                                                                                                         OCTOBER 20,
                                                                                                                             1999
                                                  THREE MONTHS ENDED                      SIX MONTHS ENDED              INCEPTION OF
                                                       JUNE 30,                               JUNE 30,                   DEVELOPMENT
                                           ----------------------------------    -----------------------------------
                                               2005                2004               2005                2004           STAGE
                                           --------------     ---------------    ----------------    ---------------    ------------
<S>                                        <C>                <C>                <C>                 <C>                <C>
   INVESTMENT INCOME:

   Interest income                         $           -       $           -      $            -      $           -         $     -
   Dividend income                                     -                   -                   -                  -               -
                                           --------------     ---------------    ----------------    ---------------    ------------
          TOTAL INCOME
                                                       -                   -                   -                  -               -

                                           --------------     ---------------    ----------------    ---------------    ------------
   EXPENSES:

   Management fees (Note 2)                       35,318                   -              68,318                             68,318
   Administration fees (Note 2)                   31,641                   -              40,386                300          54,092
   Professional fees                               1,701                   -              11,667                            111,667
   Board of Managers' fees (Note 2)               12,504                   -              29,481                             29,481
                                           --------------     ---------------    ----------------    ---------------    ------------

          TOTAL EXPENSES                                                                                                    263,557
                                                  81,163                   -             149,851                300
   NET INVESTMENT LOSS
                                                (81,163)                   -           (149,851)              (300)       (263,557)

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

   NET REALIZED AND UNREALIZED GAIN (LOSS)
ON INVESTMENTS                                 (151,222)                   -           (156,222)                  -        (81,712)
                                           --------------     ---------------    ----------------    ---------------    ------------

   NET INCREASE (DECREASE) IN NET ASSETS
RESULTING FROM OPERATIONS                  $   (232,385)      $            -     $     (306,073)     $        (300)     $ (345,269)
                                           ==============     ===============    ================    ===============    ============
</TABLE>


                 Notes to  Financial  Statements  are an integral  part of these
Financial Statements.
                                        4




<PAGE>



BRONCO ENERGY FUND, INC.
(A Development Stage Company)
STATEMENTS OF CHANGES IN NET ASSETS (UNAUDITED)
<TABLE>
<CAPTION>

                                                                                SIX MONTHS ENDED
                                                                                    JUNE 30,
                                                                     ------------------     ---------------
                                                                           2005                  2004
<S>                                                                    <C>                   <C>
   OPERATIONS:
          Net investment loss                                          $     (149,851)       $        (300)
          Net realized and unrealized gain (loss) on
investment transactions                                                      (156,222)                    -
                                                                     ------------------     ---------------
Net decrease in net assets resulting from operations                         (306,073)                (300)

   SHAREHOLDER ACTIVITY:
                 Stock sales and conversion                                   527,200                (300)
                                                                     ------------------     ---------------
   NET INCREASE IN ASSET VALUE                                                220,927                (300)

   NET ASSETS:
           Beginning of Period                                               (260,318)                (818)
                                                                     ------------------     ---------------
           End of Period                                               $       (39,391)       $      (1,118)
                                                                     ==================     ================
</TABLE>


                 Notes to  Financial  Statements  are an integral  part of these
Financial Statements.
                                        5



<PAGE>



BRONCO ENERGY FUND, INC.
(A Development Stage Company)
STATEMENTS OF CASH FLOWS (UNAUDITED)
<TABLE>
<CAPTION>
                                                                                                                         CUMULATIVE
                                                                                                                          SINCE
                                                                                                                        OCTOBER 20,
                                                                                                                            1999
                                                                   THREE MONTHS ENDED               SIX MONTHS ENDED    INCEPTION OF
                                                                        JUNE 30,                        JUNE 30,         DEVELOPMENT
                                                            --------------------------  -----------------------------
                                                               2005             2004         2005               2004          STAGE
                                                            -------------    ---------  ----------------    --------- --------------
<S>                                                         <C>              <C>        <C>                 <C>       <C>
   CASH FLOWS FROM OPERATING ACTIVITIES:
          Net increase (decrease) in net assets resulting
from operations                                              $ (232,385)       $    -     $   (306,073)      $ (300)    $ (419,779)
          Adjustments to reconcile net increase
(decrease)  in net assets from  operations  to net cash
 provided by operating activities:
          Purchase of investments                              (229,028)            -         (248,675)            -      (248,675)
          Net unrealized loss on investments                     151,222            -           156,222            -        156,222
          Increase in prepaid expenses                           (6,250)            -          (11,250)            -       (11,250)
          Increase in management fee payable                      27,000            -            60,000            -         60,000
          Increase in Board of Managers' fees payable             18,481            -            29,481            -         29,481
          Increase in other expenses payable                      26,556            -            52,175          300         62,493
                                                            -------------    ---------  ----------------    --------- --------------
               Net cash provided by (used by) operating
          activities                                           (244,404)            -         (268,120)            -      (371,508)
                                                            -------------    ---------  ----------------    --------- --------------

CASH FLOW FROM FINANCING ACTIVITIES
          Sale of stock                                          239,000                        277,000                     380,388
          Proceeds from stock sales redeemed                      81,510                         90,510                      90,510
                                                            -------------    ---------  ----------------    --------- --------------

               Net cash provided by financing activities         320,510            -           367,510             -       470,898
                                                            -------------    ---------  ----------------    --------- --------------

               Net change in cash                                 76,106            -            99,390             -        99,390
                                                            -------------    ---------  ----------------    --------- --------------

                       CASH AT BEGINNING OF PERIOD                23,234            -                 -            -              -
                                                            -------------    ---------  ----------------    --------- --------------

                       CASH AT END OF PERIOD                 $    99,340       $    -     $      99,390      $     -      $  99,390
                                                            =============    =========  ================    ========= ==============
</TABLE>


                 Notes to  Financial  Statements  are an integral  part of these
Financial Statements.
                                        6



<PAGE>




BRONCO ENERGY FUND, INC.
(A Development Stage Company)
FINANCIAL HIGHLIGHTS (UNAUDITED)

PER UNIT OPERATING PERFORMANCE: (1)
<TABLE>
<CAPTION>

                                                                          SIX MONTHS ENDED
                                                                              JUNE 30,
                                                               ----------------------------------------
                                                                     2005                   2004
                                                               ------------------      ----------------


<S>                                                             <C>                      <C>
   NET ASSET VALUE, BEGINNING OF PERIOD                         $         (0.05)         $       -0.01
   INCOME FROM INVESTMENT OPERATIONS:
          Net investment loss                                             (0.03)                     -
          Net realized and unrealized gain (loss) on
           investment transactions                                        (0.02)                     -
                                                               ------------------      ----------------
               Total from investment operations
                                                                          (0.10)                     -

          Net increase in net assets resulting from
            stock sales                                                     .09                     0
                                                               ------------------      ----------------
   NET ASSET VALUE, END OF PERIOD                               $         (0.01)         $       -0.01
                                                               ==================      =================
   TOTAL NET ASSET VALUE RETURN (3), (4)                                  (5.32)   %                0  %

   RATIOS AND SUPPLEMENTAL DATA:
          Net assets, end of period                             $       (39,391)         $     (1,118)
          Ratios to average net assets: (2)
               Net expenses                                                 5.21    %             0.01  %
               Net investment loss                                        (8.05)    %                -  %
          Portfolio Turnover Rate (3)                                          -    %                -  %
</TABLE>


(1) Selected data for a share of common stock  outstanding  through each period.
(2) Annualized.

(3)  Not annualized.

(4)  Total  investment  return  based on per unit net asset value  reflects  the
     effects of  changes  in net asset  value  based on the  performance  of the
     Company during the period, and assumes dividends and distributions, if any,
     were reinvested. The Company's units were issued in a private placement and
     are not traded.  Therefore the market value total investment  return is not
     presented.

                 Notes to  Financial  Statements  are an integral  part of these
Financial Statements.
                                        7



<PAGE>


                            BRONCO ENERGY FUND, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                            JUNE 30, 2005 (UNAUDITED)

NOTE 1 - NATURE OF OPERATIONS AND GOING CONCERN

On  December  21, 2004 the Company  filed a Form  N-54A,  Notification  with the
Securities  and Exchange  Commission  electing to become a Business  Development
Company  pursuant  to Sections  55 through 65 of the  Investment  Company Act of
1940. On May 23, 2005, the Board unanimously approved a proposal to withdraw the
Company's  election  to be treated as a BDC as soon as  practicable,  so that it
might again conduct  business as a regular  public  company rather than as a BDC
subject to the Investment Company Act.

Bronco has been in the developmental stage since inception.

The  accompanying  financial  statements  have  been  prepared  on the  basis of
accounting  principles  applicable to a "going  concern",  which assume that the
Company  will  continue in  operation  for at least one year and will be able to
realize  its assets  and  discharge  its  liabilities  in the  normal  course of
operations.

Several conditions and events cast doubt about the Company's ability to continue
as a "going  concern."  The Company  has  incurred  net losses of  approximately
$306,073 for the six months ended June 30, 2005 and $109,500,  $300 and $300 for
the year ended December 31, 2004,  2003 and 2002  respectively,  has a liquidity
problem,  and  requires  additional  financing  in order to finance its business
activities on an ongoing  basis.  The Company is actively  pursuing  alternative
financing and has had discussions  with various third parties,  although no firm
commitments have been obtained.  The Company's future capital  requirements will
depend on numerous factors including,  but not limited to, continued progress in
finding business opportunities.

These financial statements do not reflect adjustments that would be necessary if
the  Company  were unable to continue  as a "going  concern".  While  management
believes that the actions  already  taken or planned,  will mitigate the adverse
conditions  and  events  which  raise  doubt  about the  validity  of the "going
concern" assumption used in preparing these financial  statements,  there can be
no assurance that these actions will be  successful.  If the Company were unable
to  continue  as a  "going  concern,"  then  substantial  adjustments  would  be
necessary  to the  carrying  values  of  assets,  the  reported  amounts  of its
liabilities,   the  reported  revenues  and  expenses,  and  the  balance  sheet
classifications used.

                                        8


<PAGE>



                            BRONCO ENERGY FUND, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                            JUNE 30, 2005 (UNAUDITED)
                                   (Continued)

NOTE 1 - NATURE OF OPERATIONS AND GOING CONCERN (CONTINUED)

                               NATURE OF BUSINESS

The Company is focused on acquiring  interests in the energy  sector,  primarily
coal,  which in the opinion of management would provide a profit to the Company.
In  December,  2004 the Company  filed a  notification  under Form N54a with the
United States Securities and Exchange Commission ("SEC") indicating its election
to be regulated as a business development company ("a BDC") under the Investment
Company Act of 1940. In connection  with this election,  the Company has adopted
corporate  resolutions  and  intends  to  operate  as  a  closed-end  management
investment company. . On May 23, 2005, the Board unanimously approved a proposal
to  withdraw  the  Company's  election  to  be  treated  as a  BDC  as  soon  as
practicable, so that it might again conduct business as a regular public company
rather than as a BDC subject to the Investment  Company Act. To accomplish this,
the Company is filing the necessary  documents  with the Securities and Exchange
Commission.


                     ORGANIZATION AND BASIS OF PRESENTATION

The Company was  incorporated  under the laws of the State of Nevada on June 19,
1997.  The Company ceased all operating  activities  during the period from June
19, 1997 to October 20, 1999 and was considered dormant. Since October 20, 1999,
the Company is in the  development  stage,  and has recently  commenced  planned
principal operations.

Certain  amounts  have been  reclassified  from the  December  31, 2004  audited
financial  statements  to  comply  with the  Investment  Company  Act  format of
presentation.

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES

This summary of accounting  policies for Bronco Energy Fund, Inc. (a development
stage company) is presented to assist in understanding  the Company's  financial
statements.  The accounting  policies conform to generally  accepted  accounting
principles  and  have  been  consistently  applied  in  the  preparation  of the
financial statements.

                            CASH AND CASH EQUIVALENTS

For purposes of the  statement of cash flows,  the Company  considers all highly
liquid debt instruments  purchased with a maturity of three months or less to be
cash  equivalents  to the  extent  the funds are not being  held for  investment
purposes.


                                        9


<PAGE>


                            BRONCO ENERGY FUND, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                            JUNE 30, 2005 (UNAUDITED)
                                   (Continued)

 NOTE 2 - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

                            VALUATION OF INVESTMENTS

Value,  as defined in Section  2(a)(41) of 1940 Act, is (i) the market price for
those securities for which a market quotation is readily  available and (ii) for
all other  securities  and assets,  fair value is as determined in good faith by
the board of  directors.  Since there is typically no readily  available  market
value  for  the  Company's  privately  held  investments,   the  Company  values
substantially  all of its  investments at fair value as determined in good faith
by the board of directors.  At May 31, 2005,  approximately __% of the Company's
total assets represented  investments of which  approximately 100% are valued at
fair value. Because of the inherent uncertainty of determining the fair value of
investments that do not have a readily available market value, the fair value of
the Company's investments determined in good faith by the board of directors may
differ  significantly  from the  values  that  would  have been used had a ready
market existed for the investments, and the differences could be material.

There is no single  standard  for  determining  fair value in good  faith.  As a
result, determining fair value requires that judgment be applied to the specific
facts and circumstances of each portfolio investment. The Company must determine
the fair value of each individual  investment on a quarterly  basis. The Company
records  unrealized  depreciation  on  investments  when  it  believes  that  an
investment  has  decreased in value,  including  where  collection  of a loan or
realization of an equity  security is doubtful.  Conversely,  the Company record
unrealized appreciation if it believes that the underlying portfolio company has
appreciated  in  value  and,  therefore,   the  Company's  investment  has  also
appreciated in value, where appropriate.

As a business  development  company,  the Company invests  primarily in illiquid
securities  including  debt and  equity  securities  of private  companies.  The
Company's  investments  may generally be subject to some  restrictions on resale
and  generally  have no  established  trading  market.  Because  of the  type of
investments that the Company makes and the nature of its business, the Company's
valuation  process requires an analysis of various  factors.  The Company's fair
value  methodology   includes  the  examination  of,  among  other  things,  the
underlying portfolio company performance, if any, financial condition and market
changing events that impact valuation.

With respect to private debt and equity  securities,  each  investment is valued
using  industry  valuation  benchmarks,  and,  where  appropriate,  the value is
assigned a discount  reflecting the illiquid nature of the investment and/or the
Company's  minority,  non-control  position.  When an  external  event such as a
purchase transaction occurs, the pricing indicated by the external event will be
used to corroborate the Company's private equity valuation.

                           PERVASIVENESS OF ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting principles required 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.

                                       10


<PAGE>



                            BRONCO ENERGY FUND, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                            JUNE 30, 2005 (UNAUDITED)
                                   (Continued)

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES (CONTINUED)

                          CONCENTRATION OF CREDIT RISK

The Company has no significant  off-balance-sheet  concentrations of credit risk
such as foreign exchange  contracts,  options contracts or other foreign hedging
arrangements.

NOTE 3 - INCOME TAXES

As of June 30,  2005,  the Company had a net  operating  loss  carryforward  for
income tax  reporting  purposes  of  approximately  $345,269  that may be offset
against future taxable income through 2025. Current tax laws limit the amount of
loss  available to be offset  against  future  taxable income when a substantial
change in ownership  occurs.  Therefore,  the amount  available to offset future
taxable income may be limited. No tax benefit has been reported in the financial
statements,  because the Company  believes  there is a 50% or greater chance the
carryforwards will expire unused. Accordingly, the potential tax benefits of the
loss carryforwards are offset by a valuation allowance of the same amount.

NOTE 4 - DEVELOPMENT STAGE COMPANY

The Company has  recently  begun  principal  operations  and as is common with a
development  stage  company,  the Company has had  recurring  losses  during its
development  stage.  The  Company's  financial  statements  are  prepared  using
generally  accepted  accounting  principles  applicable to a going concern which
contemplates  the  realization  of assets and  liquidation of liabilities in the
normal course of business.  However,  the Company does not have significant cash
or other material  assets,  nor does it have an  established  source of revenues
sufficient to cover its  operating  costs and to allow it to continue as a going
concern.  In the interim,  shareholders of the Company have committed to meeting
its minimal operating expenses.

NOTE 5 - COMMITMENTS

On May 1, the Company  assumed a lease a 2,200  square foot office  space at the
rate of $4,504.95 per month. The office lease term expires on April 30, 2008.

Commencing on January 1, 2005, the Company  entered into  employment  agreements
with Dan Baker,  Jim Marshall and Kevin Sherlock,  the President,  Treasurer and
Secretary,  in the amounts of $60,000  $36,000 and  $36,000,  respectively.  The
officer  salaries are contingent on the Company having the cash flow and/or cash
reserves to meet the Company's operating expenses.

                                       11



<PAGE>


                            BRONCO ENERGY FUND, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                            JUNE 30, 2005 (UNAUDITED)
                                   (Continued)

NOTE 6 - COMMON STOCK

At December 31, 2004 there were 200,000 shares outstanding.  On February 8, 2005
notes payable in the amount of $250,000 were converted into 5,000,000  shares of
common stock.

On January 24, 2005, the Company filed a Form 1-E proposing to sell common stock
of no more  than$5,000,000  under Regulation E promulgated  under the Securities
Act of 1933 at prices  between  $.05 and $5.00 per share.  The  offering  became
effective on February 8, 2005 and terminated on April 21, 2005.  Pursuant to the
offering, the Company had sold 554,000 shares at $.50 per share.

The Company and its  officers  and  directors  have  rescinded  stock grants and
options  granted  during 2005 and have  returned and  cancelled  those shares in
conformity with the requirements of the Investment Company Act of 1940.


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

                                       12


<PAGE>



ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS. THREE-MONTH PERIOD ENDED JUNE 30, 2005 AS COMPARED TO THE SIMILAR
PERIOD IN 2004

LIQUIDITY AND CAPITAL RESOURCES

At June 30, 2005, the Company held $92,454 in assets as compared to $0 in assets
at December 31, 2004.

Cash and cash  equivalents  from  inception  to date have been  insufficient  to
provide the operating  capital  necessary to operate the Company.  The necessary
capital to operate the  Company was  initially  provided by the  principals  and
founders of the Company in the form of both debt and capital stock  issuances as
set forth in the financial  statements  incorporated  herein.  In order to raise
capital,  the  Company,  on  January  24,  2005,  filed a Form 1-E with the SEC,
proposing to sell up to $5,000,000  of its common stock at prices  between $0.05
and $5.00.  The Company,  through the  termination of that offering on April 21,
2005,  sold a total of 554,000 shares of common stock at the price of $0.50 to a
total of 25 purchasers.

Through June 30, 2005, the Company converted preexisting  outstanding promissory
notes in the amount of  $250,000  for  5,000,000  shares of common  stock at the
price of $0.05.

In summary,  there has been an absence of  liquidity  and capital  resources  to
operate the Company  self-sufficiently.  Such inadequacy will continue until the
Company is able to raise additional funds.

The Company  believes that its  liquidity and capital  resources are adequate to
satisfy its current operational needs as well as its investment objectives.

RESULTS OF OPERATIONS

INVESTMENT INCOME AND EXPENSES

For the three months ended June 30, 2005, the Company had no investment  income,
and operating  expenses of $149,851 and an  unrealized  loss on  investments  of
$81,712, resulting in a net loss of ($231,563). For the three months ended March
31, 2004, the Company had no investment  income, and operating expenses of $300,
resulting in a net loss of ($300). The increase in expenses for the three months
ended  June 30,  2005 over the same  period in 2004  resulted  from the  Company
commencing its primary operations.  The expenses consist of professional fees in
the amount of $11,667,  administrative  expense of $40,386,  management  fees of
$68,318 and Board fees and costs of $29,481.

NET ASSETS

The Company's  negative net assets were $(39,391) or a net asset value per share
of $(0.007) at June 30, 2005.  This  represents a slight  increase from negative
net assets of $(1.3016) at December 31, 2004.  This  increase in net asset value
per share resulted  primarily from the proceeds of the sale of stock pursuant to
the Company's 1-E offering exemption and conversion of debt to equity.

                                       13


<PAGE>



APPLICATION OF CRITICAL ACCOUNTING POLICIES

The Company's  Valuation  and Audit  Committees,  consisting of the  independent
Directors of the Company,  will make certain critical accounting  estimates with
respect to the  valuation of private  portfolio  investments[are  not all of the
subsidiaries part of the portfolio investments??]

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

EQUITY PRICE RISK

The Company anticipates that a majority of its investment portfolio will consist
of securities in private companies and private  investment funds,  which are not
publicly traded. These investments would be recorded at fair value as determined
by the Investment  Committee in accordance with valuation  guidelines adopted by
the Board of Directors. This method of valuation does not result in increases or
decreases in the fair value of these securities in response to changes in market
prices.  Thus,  these  securities  would not be  subject  to equity  price  risk
normally  associated with public equity markets,  except that to the extent that
the private investment funds hold underlying public  securities,  the Company is
indirectly  exposed to equity  price risk  associated  with the public  markets.
Thus, there is no exposure to equity price risk, estimated as the potential loss
in fair value due to a  hypothetical  10% decrease in quoted market  prices.  At
June 30, 2005, the Company held no publicly traded equity securities.

ITEM 4. CONTROLS AND PROCEDURES.
      (a) Evaluation of Disclosure Controls and Procedures.  As of June 30, 2005
(the  end of the  period  covered  by  this  report),  the  Company's  principal
executive  officers and principal  financial officer evaluated the effectiveness
of the Company's  disclosure controls and procedures (as defined in Exchange Act
Rules  13a-15(e)  and  15d-15(e))  and  have  concluded  that,   based  on  such
evaluation,  the Company's  disclosure controls and procedures were adequate and
effective to ensure that material  information  relating to the Company was made
known to them by others within those entities.

      (b) Changes in Internal  Controls.  There were no changes in the Company's
internal  control over  financial  reporting  identified in connection  with the
evaluation of such  internal  control that  occurred  during the Company's  last
fiscal  quarter,  that have  materially  affected,  or are reasonably  likely to
materially affect, the Company's internal control over financial reporting.

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.
       C&P Coal  Corporation,  a wholly  owned  subsidiary  of  Bronco  Coal Co.
(Arizona)  is the  plaintiff  in an  action  in  Federal  Court in Utah  against
Consolidation  Coal  Company,   CNX  Land  Resources,   Inc.  and  their  parent
corporation,  CONSOL Energy, Inc. C&P has alleged,  among other things, that the
defendants  breached  a  contract,  breached  covenants  of good  faith and fair
dealing,  were  unjustly  enriched  and  tortuous  interfered  with  Plaintiff's
contractual  interests.  C&P has  alleged  that a contract  was formed for it to
acquire  the  Emery  Mine  located  in Emery  and  Sevier  Counties,  Utah  from
defendants for  $15,000,000.  Additionally,  C&P has alleged that a contract was
formed granting it rights to sell certain  inventory of coal from the Emery Mine
Purchase Contract. C&P has requested, among other remedies, specific performance
of the terms of the  acquisition  of the Emery Mine. The lawsuit is currently in
the discovery phase.  There can be no assurances as to whether their will be any
recovery in this lawsuit.


                                       14


<PAGE>



ITEM 2.   CHANGES IN SECURITIES AND USE OF PROCEEDS.




                                 USE OF PROCEEDS

      During  the three  months  ended  June 30,  2005,  we  received a total of
$239,000 in proceeds  from the sale of shares of commons  stock being offered by
the  Company  pursuant  to the Form 1-E  filed  January  24,  2005 with the SEC,
proposing to sell up to $5,000,000  of its common stock at prices  between $0.05
and $5.00 to a 11 purchasers. The offering terminated on April 21, 2005.

      The net proceeds were used as follows:


      Investments in private companies                                 $136,166
      Other deposits                                                      11,250
      Operating and administrative expenses                                4,351
      Working capital (cash)                                              87,233
                                                                      ----------
                                                                       $239,000

Directors  and others have canceled  previously  issued stock of the Company and
have loaned $90,510 to the Company through June 30, 2005.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
      None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
      None.

ITEM 5. OTHER INFORMATION.
      None.

                                       15


<PAGE>



ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K. (A) EXHIBITS.


31.1    Certification of Chief Executive  Officer Pursuant to 18 U.S.C.  Section
        1350, as Adopted  Pursuant to Section 302 of the  Sarbanes-Oxley  Act of
        2002.

31.2    Certification  of  Treasurer  Pursuant  to 18 U.S.C.  Section  1350,  as
        Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32       Certification  Pursuant to 18 U.S.C.  Section 1350, as Adopted Pursuant
         to Section 906 of the Sarbanes-Oxley Act of 2002.

(B) REPORTS ON FORM 8-K.

(1)    On May 5, 2005,  the Company filed a Current Report on Form 8-K to report
       under Item 4.01 that  Robison,  Hill & Co had  resigned as the  Company's
       certifying  accountant,  and that Epstein,  Weber & Conover,  P.L.C.  was
       appointed the Company's certifying accountant.


                                       16


<PAGE>



                                   SIGNATURES

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



                              BRONCO ENERGY FUND, INC.

Date: November 14, 2005       By: /s/ Dan Baker
                                  ----------------------------------------------
                                   Dan Baker
                                   Chief Executive Officer

Date: November 14, 2005       By: /s/ James Marshall
                                  ----------------------------------------------
                                   James Marshall
                                   Treasurer
                                   (Principal Financial Officer)



Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following  persons on behalf of the  registrant and
in the capacities and on the dates indicated:


      SIGNATURE             TITLE                          DATE
      ---------             -----                          ----


/s/ DANIEL BAKER       Chief Executive Officer                 November 14, 2005
-----------------      (principal executive officer) and
Daniel Baker           Director

/s/ JAMES MARSHALL     Chief Financial Officer and Treasurer   November 14, 2005
-----------------      (principal financial and accounting
James Marshall         officer) and Director

/s/ DANIEL HODGES      Chairman of the Board                   November 14, 2005
-----------------
Daniel Hodges

/s/ STANLEY HIRSCHMAN  Director and member of audit committee  November 14, 2005
---------------------
Stanley Hirschman

/s/ PHIL PEARCE        Director and member of audit committee  November 14, 2005
---------------------
Phil Pearce



                                                17