SECURITIES AND EXCHANGE COMMISSION
                 WASHINGTON, D.C. 20549
                      FORM 10-QSB/A

[X]       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
      For the quarterly period ended September 30, 2005

[ ]       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 33-15596-D

              Knickerbocker Capital Corporation
    (Exact Name of Registrant as specified in its Charter)

    Nevada                                    54-1059107
(State or other Jurisdiction of           (I.R.S. Employer
Incorporation or Organization)          Identification No.)

1625 Desert Club Dr. Suite 207, La Quinta, CA     92253
(Address of Principal Executive Offices)       (Zip Code)

                         (760) 219 2776
      (Registrant's Telephone Number, including Area Code)

Indicate by check mark whether the Registrant (i) 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 (ii) has been subject to
such filing requirements for the past 90days.
Yes       X              No

Indicate by check mark whether the Company is a shell
company (as defined in Rule 12b-2 of the Exchange Act):
Yes       X              No

Indicate the number of shares outstanding of each of the
issuer's classes of Common Stock, as of the latest
practicable date.

Common Stock, $.001 par value                2,001,350
(Title of Class, par value)              (Number of Shares
                                           outstanding,
December 14, 2005)
PART I - FINANCIAL INFORMATION
Item 1       Financial Statements

The Financial Statements of the Company required to be
filed with this 10-QSB/A Quarterly Report were prepared by
management and commence on the following page, together
with related Notes.  In the opinion of management, these
Financial Statements fairly present the financial condition
of the Company, but should be read in conjunction with the
Financial Statements of the Company for the year ended
December 31, 2004 previously filed with the Securities and
Exchange Commission.


KNICKERBOCKER CAPITAL CORPORATION
CONDENSED BALANCE SHEET
September 30, 2005
(UNAUDITED)


ASSETS

Total assets       $       -


LIABILITIES AND STOCKHOLDERS' DEFICIT

LIABILITIES
Current liabilities
  Accounts payable       $                              400
  Convertible promissory notes -
    related party (note 4)                           50,000

Total liabilities                                    50,400

STOCKHOLDERS' DEFICIT (note 3)

Preferred stock; $0.001 par value;
  500,000,000 shares authorized;
  no shares issued and outstanding                        -

Common stock; $0.001 par value;
  500,000,000 shares authorized;
  200,000 2,001,350 shares issued and outstanding    2,0010

Additional paid-in capital                   350,218352,019
Accumulated deficit                               (402,619)

Total stockholders' deficit                        (50,400)

Total liabilities and stockholders' deficit       $       -












                                  KNICKERBOCKER CAPITAL CORPORATION
                                 CONDENSED STATEMENTS OF OPERATIONS
                                            (UNAUDITED)

<table>

                        <c>              <c>                    <c>             <c>
                       For the Three Months Ended               For the Nine Months Ended
                             September 30,                            September 30,
                         2005              2004                   2005              2004
Revenues       $       -              $       -              $       -              $
-

Expenses                  400               -                     400                 -

Net loss       $         (400)      $       -                $   (400)        $       -

Net loss per share $       -        $       -                $       -        $       -

Weighted average common
  shares outstanding  2,001,350  2,001,350                      2,001,350      2,001,350
</table>

             KNICKERBOCKER CAPITAL CORPORATION
             CONDENSED STATEMENTS OF CASH FLOWS
                        (UNAUDITED)


                                  For the Nine Months Ended
                                       September 30,
                                   2005              2004

Operating Activities
  Net loss       $                (400)       $       -

Adjustments to reconcile net loss
  to cash used in operations:       -                 -

Changes in operating assets
and liabilities:
  Increase in accounts payable    400                 -

Cash used in operating activities  -                  -

Investing Activities               -                  -

Financing Activities               -                  -

Net change in cash                 -                  -
Cash at beginning of period        -                  -

Cash at end of period       $      -          $       -


            KNICKERBOCKER CAPITAL CORPORATION
          NOTES TO CONDENSED FINANCIAL STATEMENTS
                   September 30, 2005
                      (UNAUDITED)

GENERAL
The condensed financial statements of Knickerbocker Capital
Corporation included herein have been prepared without
audit pursuant to the rules and regulations of the
Securities and Exchange Commission.  Although certain
information normally included in financial statements
prepared in accordance with accounting principles generally
accepted in the United States of America has been condensed
or omitted, Knickerbocker believes that the disclosures are
adequate to make the information presented not misleading.
The condensed financial statements for the nine months
ended September 30, 2005 should be read in conjunction with
the financial statements and notes thereto included in this
report, and the Knickerbocker Annual Report on Form 10-KSB
for the fiscal year ended December 31, 2004.

The condensed financial statements included herein reflect
all normal recurring adjustments that, in the opinion of
management, are necessary for fair presentation.  The
results for the interim period are not indicative of trends
or of results to be expected for the year ended December
31, 2005.

NOTE 1 - ORGANIZATION
Knickerbocker Capital Corporation, (the "Company")
incorporated in the State of Colorado on February 24, 1987
for the purpose of acquiring an interest in unspecified
business opportunities through mergers or acquisitions. On
February 25, 2004, the Company merged with Knickerbocker
Capital Corporation (a Nevada entity) for the purpose of
changing its domicile from Colorado to Nevada. The Company
has not commenced operations and has no working capital.

The Company's articles initially authorized 500,000,000
shares of preferred stock and 500,000,000 shares of common
stock, both at a par value of $0.001 per share.

No Preferred Stock shares have been issued and none are
outstanding as of September 30, 2005.

Common Stock shares issued and outstanding as of September
30, 2005 were2,001,350.
              KNICKERBOCKER CAPITAL CORPORATION
           NOTES TO CONDENSED FINANCIAL STATEMENTS
                    September 30, 2005
                        (UNAUDITED)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

CASH AND EQUIVALENTS
The Company considers all highly liquid debt instruments
purchased with a maturity of three months or less to be
cash equivalents. No cash was paid for interest for the
nine months ended September 30, 2005.

LOSS PER COMMON SHARE
Loss per common share is computed by dividing the net loss
for the period by the weighted average number of shares
outstanding for the periods presented.

USE OF ESTIMATES
The preparation of the accompanying financial statements,
in conformity with accounting principles generally accepted
in the United States of America, 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 expenses
during the reporting periods. Actual results could differ
from those estimates.

INCOME TAXES
Deferred tax assets and liabilities are recognized for the
future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets
and liabilities and their respective tax bases. Deferred
tax assets and liabilities are measured using enacted tax
rates expected to apply to taxable income in the years in
which those temporary differences are expected to reverse.
The effect on deferred tax assets and liabilities from a
change in tax rates is recognized in the statement of
operations in the period that includes the enactment date.
The Company has not yet commenced an active trade or
business, therefore, the Company did not provide any
current or deferred federal or state income tax provision
or benefit for any of the periods presented because to
date, it has experienced operating losses.


             KNICKERBOCKER CAPITAL CORPORATION
          NOTES TO CONDENSED FINANCIAL STATEMENTS
                     September 30, 2005
                         (UNAUDITED)

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTD)

INCOME TAXES (CONTD)
The Company has a federal net operating loss carryforward
of $50,400 expiring in the years 2010 through 2025. The tax
benefit of this net operating loss, based on an effective
tax rate of 40%, is approximately $20,160 and has been
completely offset by a valuation allowance, which increased
by $160 and $0 during the nine months ended September 30,
2005 and 2004, respectively.

FAIR VALUE OF ASSETS
The Company currently has no assets and is, therefore, at
this time not subject to FAS No. 121 concerning the
impairment of long-lived assets, which requires an
assessment and measurement of these assets.

DEVELOPMENT STAGE COMPANY
Due to the Company having no specific business plan or
operations, the Company is not a "Development Stage
Company" as defined by Generally Accepted Accounting
Principals (GAAP). Therefore, cumulative amounts from
inception are not reported on the statements of operations,
shareholders' equity or cash flows.

NOTE 3 - STOCKHOLDERS' EQUITY
On March 21, 2000, a 10,000 for 1 reverse split was made on
the 261,200,000 shares of common stock issued and
outstanding, resulting in 26,120 shares of common stock
issued and outstanding.

On April 15, 2000, 173,880 shares of Common Stock were
issued at the stated par value of $0.001 per share for
services rendered to the Company by officers/directors and
an outside consultant, resulting in total common shares
issued and outstanding of 200,000.

On August 16, 2004, a 10 for 1 forward split was made on
the 200,000 shares of common stock issued and outstanding.
The rounding of fractional shares resulted in 2,001,350
shares of common stock issued and outstanding at September
30, 2005.
             KNICKERBOCKER CAPITAL CORPORATION
          NOTES TO CONDENSED FINANCIAL STATEMENTS
                     September 30, 2005
                         (UNAUDITED)

NOTE 4 - RELATED PARTY TRANSACTIONS
The $50,000 balance at September 30, 2005 represents
accruals of $10,000 per year for management services
rendered during 1995, 1996, 1997, 1998, and 1999.  In
December 1999, the accruals were converted into a non-
interest bearing convertible promissory note, convertible
at a rate of $.05/cents per share at the option of the
holder for a total of 1,000,000 shares of Common Stock.  If
not sooner converted into common stock, the principal
amount is due December 31, 2006.

NOTE 5 - GOING CONCERN AND INCIDENTAL COSTS
The accompanying financial statements have been prepared in
conformity with accounting principles generally accepted in
the United States of America, which contemplate
continuation of the Company as a going concern.  However,
the Company has incurred losses since its inception and has
not yet been successful in establishing profitable
operations. These factors raise substantial doubt about the
ability of the Company to continue as a going concern.
Unanticipated costs and expenses or the inability to
generate revenues could require additional financing, which
would be sought through bank borrowings, or equity or debt
financing.  To the extent financing is not available, the
Company may not be able to, or may be delayed in,
developing its business purpose.  The accompanying
financial statements do not reflect any adjustments that
might result from the outcome of these uncertainties.

Incidental costs to maintain the legal registration of the
Company in the State of Nevada and with the Securities and
Exchange Commission have been paid or assumed by the
current officers and directors.

The Company intends to actively pursue a business
relationship with a qualified merger or acquisition
candidate.  Costs incurred on these efforts will continue
to be borne/paid by the Officers/Directors of the Company
in the form of loans/advances or the issuance of stock.



Item 2.  MANAGEMENTS' DISCUSSION AND ANALYSIS OR PLAN OF
OPERATION

The Company has not commenced operations and has no working
capital.

Capital and Source of Liquidity

Knickerbocker does not expect to purchase any plant or
significant equipment.

Other than incidental costs mentioned previously in
Financial Note 5 that pertain to maintaining the Company's
legal registration, there are no major cash requirements.

For the nine months ended September 30, 2005 and 2004,
Knickerbocker did not pursue any investing or financing
activities.

Results of Operations

For the nine months ended September 30, 2005 and 2004,
Knickerbocker did not receive any revenues from operations.

General and administrative expenses for the three and nine
months ended September 30, 2005 and 2004 were $400 and $0,
respectively.

Item 3. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures
Our management, under the supervision and with the
participation of our chief executive officer and chief
financial officer, conducted an evaluation of our
"disclosure controls and procedures" (as defined in
Securities Exchange Act of 1934 (the "Exchange Act")Rules
13a-14(c)) within 90 days of the filing date of this
quarterly report on Form 10-QSB/A (the "Evaluation Date").
Based on their evaluation, our chief executive officer and
chief financial officer have concluded that as of the
Evaluation Date, our disclosure controls and procedures are
effective to ensure that all material information required
to be filed in this quarterly report on Form 10-QSB/A has
been made known to them in a timely fashion.



Changes in Internal Controls
There have been no significant changes (including
corrective actions with regard to significant deficiencies
or material weaknesses) in our internal controls or in
other factors that could significantly affect these
controls subsequent to the Evaluation Date set forth above.

PART II.  OTHER INFORMATION

Item 1.  LEGAL PROCEEDINGS
None

Item 2.  CHANGES IN SECURITIES
None

Item 3.  DEFAULTS UPON SENIOR SECURITIES
None

Item 4.  SUBMISSION OF MATTER TO A VOTE OF SECURITY HOLDERS
None

Item 5.  OTHER INFORMATION
None

Item 6.  EXHIBITS AND REPORTS ON FORM 8-K

The following exhibits are filed herewith:

31.1(a) and (b) Certifications pursuant to Rule 13a-
14(a) or 15d-14(a) under the Securities Exchange Act
of 1934, as amended.

32.1(a) and (b) Certifications pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002.


SIGNATURES

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

Date:     December 14, 2005
By:   /s/ Dempsey K. Mork
----------------------------

Dempsey K. Mork
President and Chief
Executive Officer

/s/ Norbert LeBoeuf
------------------------------
Norbert LeBoeuf
Chief Financial Officer