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

                                   FORM 10-QSB/A
                                  (Amendment No. 1)
                        --------------------------------

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

                For The Quarterly Period Ended February 28, 2006

|_|  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 0-9879

                            CAPITAL SOLUTIONS I, INC.
        ----------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)

                 DELAWARE                               13-2648442
        ----------------------------------------------------------------
        (State or Other Jurisdiction                 (I.R.S. Employer
              of Incorporation                    Identification Number)

                            6915 RED ROAD, SUITE #222
                           CORAL GABLES, FLORIDA 33143
        ----------------------------------------------------------------
                    (Address of principal executive offices)

                                 (305) 666-6565
        ----------------------------------------------------------------
                            Issuer's telephone number


         ---------------------------------------------------------------
   (Former Name, former address and former fiscal year, if changed since last
                                     report)

Check whether the Registrant (1) has filed all reports required 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 |_|

    APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
                              PRECEDING FIVE YEARS

Check whether the registrant filed all documents and reports required by Section
12, 13, or 15(d) of the Exchange Act after the distribution of securities under
a plan confirmed by a court
Yes |_| No |_|



                                        1
<PAGE>
                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date:

         As of April 17, 2006, there were 96,733 shares of the Registrant's
Common Stock, $0.0000001 par value per share, outstanding.

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


















































                                        2
<PAGE>
                            CAPITAL SOLUTIONS I, INC.

                FOR THE QUARTERLY PERIOD ENDED February 28, 2006

                                TABLE OF CONTENTS

                         PART I - FINANCIAL INFORMATION

Item 1. Financial Statements................................................  4

Item 2. Management's Discussion and Analysis or Plan of Operation........... 17

Item 3. Controls and Procedures............................................. 23

                           PART II - OTHER INFORMATION

Item 1. Legal Proceedings................................................... 24

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds......... 24

Item 3. Defaults upon Senior Securities..................................... 24

Item 4. Submission of Matters to a Vote of Securities Holders............... 24

Item 5. Other Information................................................... 25

Item 6. Exhibits and Reports on Form 8-K.................................... 25
































                                        3
<PAGE>
THIS REPORT CONTAINS FORWARD-LOOKING STATEMENTS THAT INVOLVE RISKS AND
UNCERTAINTIES. SUCH STATEMENTS ARE BASED ON CURRENT EXPECTATIONS, ASSUMPTIONS,
ESTIMATES AND PROJECTIONS ABOUT THE COMPANY AND ITS INDUSTRY. FORWARD-LOOKING
STATEMENTS ARE SUBJECT TO KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER
FACTORS THAT MAY CAUSE ACTUAL RESULTS, LEVELS OF ACTIVITY, PERFORMANCE,
ACHIEVEMENTS AND PROSPECTS TO BE MATERIALLY DIFFERENT FROM THOSE EXPRESSED OR
IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS. THE COMPANY UNDERTAKES NO OBLIGATION
TO UPDATE PUBLICLY ANY FORWARD-LOOKING STATEMENTS FOR ANY REASON EVEN IF NEW
INFORMATION BECOMES AVAILABLE OR OTHER EVENTS OCCUR IN THE FUTURE.

                                     PART I
                              FINANCIAL INFORMATION

Item 1.  Financial Statements


                            CAPITAL SOLUTIONS I, INC.
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
              FOR THE NINE MONTHS ENDED FEBRUARY 28, 2006 AND 2005


        INDEX TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)





UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS


     Balance sheet as of February 28, 2006                                    5

     Statements of Operations for the Nine Months and Three
     Months Ended February 28, 2006 and 2005                                  6

     Statements of Cash Flows for the Nine Months Ended February
     28, 2006 and 2005                                                        7

     Notes to Condensed Consolidated Financial Statements                     8




















                                        4
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
                CONDENSED CONSOLIDATED BALANCE SHEET (UNAUDITED)
                                FEBRUARY 28, 2006


                                     ASSETS

<TABLE>
<CAPTION>
                                                                                2006
                                                                         --------------------
<S>                                                                      <C>
CURRENT ASSETS
   Cash and cash equivalents                                             $             1,465
                                                                         --------------------

               TOTAL CURRENT ASSETS                                                    1,465
                                                                         --------------------


TOTAL ASSETS                                                             $             1,465
                                                                         ====================


               LIABILITIES AND STOCKHOLDERS' (DEFICIT)


CURRENT LIABILITIES
   Accounts payable and accrued expenses                                 $           208,201
   Debentures payable                                                                400,202
   Short-term notes payable and advances                                              85,116
                                                                         --------------------

               TOTAL CURRENT LIABILITIES                                             693,519
                                                                         --------------------

 STOCKHOLDERS' (DEFICIT)
   Preferred stock,  $.0000001 par value,  20,000,000 shares
    authorized, 50,000 issued and outstanding at February 28, 2006
   Common stock, $.0000001 par value, 900,000,000 shares
    authorized, 48,366,672 issued and outstanding at February 28, 2006                     5
   Additional paid-in capital                                                        472,409
   Accumulated deficit                                                            (1,164,468)
                                                                         --------------------

               TOTAL STOCKHOLDERS' (DEFICIT)                                        (692,054)
                                                                         --------------------

TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)                            $             1,465
                                                                         ====================
</TABLE>






         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.
                                        5
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
      FOR THE NINE MONTHS AND THREE MONTHS ENDED FEBRUARY 28, 2006 AND 2005

<TABLE>
<CAPTION>
                                                         NINE MONTHS ENDED                            THREE MONTHS ENDED
                                                 FEBRUARY 28,          FEBRUARY 28,           FEBRUARY 28,          FEBRUARY 28,
                                                     2006                  2005                   2006                  2005
                                              -------------------   -------------------    ------------------    -------------------
<S>                                            <C>                   <C>                    <C>                   <C>
OPERATING REVENUES
   Revenue                                     $               -     $               -      $              -      $               -

COST OF REVENUES                                               -                     -                     -                      -
                                              -------------------   -------------------    ------------------    -------------------

GROSS PROFIT                                                   -                     -                     -                      -

OPERATING EXPENSES
   Professional fees and consulting                        1,024                50,000                   160                      -
   Accounting and audit fees                                   -                 5,000                     -                      -
   Equipment rental                                            -                   793                     -                      -
   Payroll expenses                                            -                   758                     -                      -
   Stock transfer fees                                     1,770                 3,317                 1,605                    150
   Investment expense                                          -                 7,600                     -                  7,600
   Administrative and other                                  746                   909                   584                     39
                                              -------------------   -------------------    ------------------    -------------------
                 TOTAL OPERATING EXPENSES                  3,540                68,377                 2,349                  7,789
                                              -------------------   -------------------    ------------------    -------------------

NET (LOSS) FROM CONTINUING OPERATIONS BEFORE
   OTHER (EXPENSE)                                        (3,540)              (68,377)               (2,349)                (7,789)
                                              -------------------   -------------------    ------------------    -------------------

OTHER (EXPENSE)
   Interest expense                                      (24,012)              (24,012)               (8,004)                (8,004)
                                              -------------------   -------------------    ------------------    -------------------
                 TOTAL OTHER (EXPENSE)                   (24,012)              (24,012)               (8,004)                (8,004)
                                              -------------------   -------------------    ------------------    -------------------

NET (LOSS) FROM CONTINUING OPERATIONS BEFORE
   INCOME TAXES                                          (27,552)              (92,389)              (10,353)               (15,793)
   Provision for income taxes                                  -                     -                     -                      -
                                              -------------------   -------------------    ------------------    -------------------

NET (LOSS) FROM CONTINUING OPERATIONS          $         (27,552)    $         (92,389)     $        (10,353)     $         (15,793)
                                              -------------------   -------------------    ------------------    -------------------

DISCONTINUED OPERATIONS
(Loss) on disposal                             $         (21,000)    $               -      $              -      $               -
                                              -------------------   -------------------    ------------------    -------------------

NET (LOSS) FROM OPERATIONS                     $         (48,552)    $         (92,389)     $        (10,353)     $         (15,793)
                                              ===================   ===================    ==================    ===================

NET (LOSS) FROM CONTINUING
OPERATIONS PER SHARE                           $         (0.0004)    $         (0.0005)     $        (0.0002)     $         (0.0001)
                                              ===================   ===================    ==================    ===================

NET (LOSS) FROM DISCONTINUED                   $         (0.0003)    $               -      $              -      $               -
                                              ===================   ===================    ==================    ===================
OPERATIONS PER SHARE

WEIGHTED AVERAGE NUMBER OF COMMON
SHARES OUTSTANDING                                    63,861,177           186,827,024            48,366,672            289,222,628
                                              ===================   ===================    ==================    ===================
</TABLE>

         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.
                                        6
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
              FOR THE NINE MONTHS ENDED FEBRUARY 28, 2006 AND 2005




<TABLE>
<CAPTION>
                                                                                          2006                 2005
                                                                                   -------------------  -------------------
<S>                                                                                 <C>                  <C>
CASH FLOWS FROM OPERATING ACTIVITIES
CONTINUING OPERATIONS:
  Net (Loss)                                                                        $         (27,552)   $         (92,389)
                                                                                   -------------------  -------------------

ADJUSTMENTS TO RECONCILE NET CHANGE IN NET ASSETS RESULTING
     FROM OPERATIONS TO NET CHANGE USED FOR OPERATIONS:
Goodwill impairment                                                                            91,970                    -
   Issuance of common stock - officers                                                              -               50,000
   Issuance of common stock - investors                                                                              7,600

CHANGES IN ASSETS AND LIABILITIES
   Increase in accounts payable and accrued expenses                                           24,012               19,013
                                                                                   -------------------  -------------------
               TOTAL ADJUSTMENTS                                                               24,012               76,613
                                                                                   -------------------  -------------------

               NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES -
                            CONTINUING OPERATIONS                                              88,430              (15,776)
                                                                                   -------------------  -------------------

DISCONTINUED OPERATIONS:
(Loss) on discontinued operations                                                             (21,000)                   -
                                                                                   -------------------  -------------------

Net Cash (used in) Operating Activities - discontinuing operations                            (21,000)                   -
                                                                                   -------------------  -------------------

CASH FLOWS FROM INVESTING ACTIVITIES
CONTINUING OPERATIONS:
Disposal of investments                                                                            26                    -
                                                                                   -------------------  -------------------

               NET CASH PROVIDED BY INVESTING ACTIVITIES - CONTINUING OPERATIONS                   26                    -
                                                                                   -------------------  -------------------

CASH FLOWS FROM FINANCING ACTIVITIES
CONTINUING OPERATIONS:
        Proceeds from short-term notes payable and advances                                     2,000                    -
        (Payments) from short-term notes payable and advances                                  (3,351)              (8,405)
        (Payments) of line of credit                                                          (64,777)                   -
                                                                                   -------------------  -------------------

               NET CASH (USED IN) FINANCING ACTIVITIES - CONTINUING OPERATIONS                (66,128)              (8,405)
                                                                                   -------------------  -------------------

NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                            1,328              (24,181)

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD                                                   137               24,222
                                                                                   -------------------  -------------------

CASH AND CASH EQUIVALENTS - END OF PERIOD                                           $           1,465    $              41
                                                                                   ===================  ===================
</TABLE>

         The accompanying notes are an integral part of these condensed
                       consolidated financial statements.
                                        7
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                           FEBRUARY 28, 2006 AND 2005

NOTE 1 - ORGANIZATION

         The  condensed  consolidated  unaudited  interim  financial  statements
         included  herein  have  been  prepared  by  Capital  Solutions  I, Inc.
         (formerly Vacation Ownership  Marketing,  Inc.) (the "Company") without
         audit,  pursuant to the rules and  regulations  of the  Securities  and
         Exchange  Commission  (the  "SEC").  Certain  information  and footnote
         disclosures normally included in the consolidated  financial statements
         prepared in accordance with accounting principles generally accepted in
         the United States of America have been  condensed or omitted as allowed
         by such  rules  and  regulations,  and the  Company  believes  that the
         disclosures  are  adequate  to  make  the  information   presented  not
         misleading. It is suggested that these condensed consolidated financial
         statements  be read in  conjunction  with  the  May  31,  2005  audited
         consolidated  financial  statements and the accompanying notes thereto.
         While  management  believes the procedures  followed in preparing these
         condensed  consolidated   financial  statements  are  reasonable,   the
         accuracy of the amounts are in some respects  dependent  upon the facts
         that will exist,  and the procedures  that will be  accomplished by the
         Company later in the year.

         The management of the Company believes that the accompanying  unaudited
         condensed  consolidated  financial  statements  contain all adjustments
         including normal recurring  adjustments necessary to present fairly the
         consolidated operations and cash flows for the periods presented.

         Capital   Solutions  I,  Inc.,  "CSI"  (formerly   Vacation   Ownership
         Marketing, Inc.) (the "Company") was incorporated in Delaware as Magnum
         Communications  Corp in 1969.  It changed  names to its present name on
         May 10, 2004.  Before  changing  its name to Capital  Solutions I, Inc.
         they changed to Vacation Ownership Marketing,  Inc. Coinciding with the
         name change, the Company did not change its business  structure,  which
         was the development and marketing of time-shared condominiums, which it
         continued  until 1983.  During the year 1983,  the Company  experienced
         financial   difficulties  and  encountered  adverse   litigation.   The
         Company's  charter  expired until May 7, 2000,  when a  certificate  of
         renewal was issued.


















                                        8
<PAGE>
                            CAPITAL SOLUTIONS I, INC.
  NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) (CONTINUED)
                           FEBRUARY 28, 2006 AND 2005

NOTE 1 - ORGANIZATION (CONTINUED)

         On January 21, 2004, the Company took the following  actions in lieu of
         an annual  meeting of the  stockholders  pursuant to Section 228 of the
         Delaware General Corporation Law: re-election of directors; the Company
         increased its authorized  common stock from 50,000,000 to 1,000,000,000
         shares;   the  ratification  of  the  issuance  of  common  stock;  the
         ratification of the assignment of Encore Builders common stock; and the
         approval of the  Amended and  Restated  Articles of  Incorporation.  An
         Amended and Restated  Certificate of  Incorporation  was filed with the
         Secretary of State on January 22, 2004.

         As of  May  10,  2004,  the  Company  merged  with  Vacation  Ownership
         Marketing,  Inc. A 1:50  reverse  stock split of the  company's  common
         stock  became  effective.  As a  result  of the  reverse  stock  split,
         Vacation  Ownership  Marketing,   Inc.  changed  its  name  to  Capital
         Solutions I, Inc. "the Company".  The stock split  decreased the issued
         and  outstanding  common stock from  61,110,595 to  1,222,005.  Capital
         Solutions I, Inc. had no assets or liabilities.  After the consummation
         of  the  merger,  Capital  Solutions  I,  Inc.  will  cease  to  exist.
         Additionally,  the authorized  shares of common stock  increased from 1
         billion to 20 billion  and the  authorized  shares of  preferred  stock
         increased  from 10 million to 200 million.  The par value of the common
         stock and preferred  stock  authorized was reduced from $.001 par value
         per share to  $.0000001  par  value per  share.  The  Company  does not
         believe the merger will have any effect on the Company of its  finances
         other than the amendment and  restatement of the Company's  Certificate
         of Incorporation.

         On May 26, 2005, Capital Solutions I, Inc., ("The Company") consummated
         a Share Exchange Agreement with Bedrock Holdings  Corporation,  Inc., a
         privately held Company whereby,  Capital  Solutions I, Inc.,  agreed to
         acquire  all  the  outstanding   capital  stock  of  Bedrock   Holdings
         Corporation,  Inc. The acquisition was accounted for under the purchase
         method of accounting.  Accordingly,  Bedrock Holdings Corporation, Inc.
         would be treated as a wholly owned  subsidiary of Capital  Solutions I,
         Inc.


















                                        9
<PAGE>
NOTE 1 - ORGANIZATION (CONTINUED)

         On June 17, 2005 the Company took the  following  actions in lieu of an
         annual  meeting of the  stockholders  pursuant  to  Section  228 of the
         Delaware General  Corporation Law: the Company decreased its authorized
         common stock from 20,000,000,000 to 900,000,000  shares;  decreased its
         authorized preferred stock from 200,000,000 to 20,000,000; engaged in a
         1:10 reverse stock split of its common stock,  decreasing the Company's
         issued outstanding common stock from 783,667,072 to 78,366,672; and the
         approval of the  Amended and  Restated  Articles of  Incorporation.  An
         amended and Restated  Certificate of  Incorporation  was filed with the
         Delaware Secretary of State on June 17, 2005.

         On October 19, 2005,  the Company took the  following  actions based on
         the Rescission  Agreement to cancel  30,000,000 shares of common stock,
         which had been issued to the Bedrock  Shareholders,  and certain  other
         individuals  have been  cancelled  and  returned to the  treasury.  The
         Rescission  Agreement  rescinded  the previous  acquisition  of Bedrock
         which is accordingly no longer a subsidiary of the Company.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         PRINCIPLES OF CONSOLIDATION

         The  condensed  consolidated  financial  statements  for  2006 and 2005
         include  the  accounts  of the  Company  and  all of its  wholly  owned
         subsidiaries.  All significant  intercompany  accounts and transactions
         have been eliminated in consolidation.

         USE OF ESTIMATES

         The  preparation of 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 revenues and expenses during the reporting  period.
         Actual results could differ from those estimates.

         CASH AND CASH EQUIVALENTS

         The Company  considers  all highly  liquid debt  instruments  and other
         short-term investments with an initial maturity of three months or less
         to be cash or cash equivalents.

         The  Company  maintains  cash and cash  equivalent  balances at several
         financial  institutions,  which  are  insured  by the  Federal  Deposit
         Insurance Corporation up to $100,000.











                                       10
<PAGE>
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         REVENUE AND COST RECOGNITION

         The  Company  records  its  transactions  under the  accrual  method of
         accounting  whereby  income  gets  recognized  when  the  services  are
         rendered and collection is reasonably assured.

         INCOME TAXES

         Income  taxes are  computed on the pretax loss based on the current tax
         law.  Deferred income taxes are recognized for the tax  consequences in
         future  years  of  differences  between  the tax  basis of  assets  and
         liabilities  and their  financial  reporting  amounts at each  year-end
         based on enacted tax laws and  statutory  tax rates.  All  deferred tax
         assets that arose from the  carryforward  of net operating  losses have
         been  offset by a valuation  allowance  due to the  uncertainty  of the
         realization of these tax assets.

         FAIR VALUE OF FINANCIAL INSTRUMENTS

         The carrying  amounts  reported in the condensed  consolidated  balance
         sheet for cash and cash equivalents,  and accounts payable  approximate
         fair value  because of the  immediate or  short-term  maturity of these
         condensed consolidated financial instruments.

         STOCK-BASED COMPENSATION

         The  Company  has  elected  to follow  ("SFAS  123"),  "Accounting  for
         Stock-Based  Compensation".  SFAS 123  requires  companies to provide a
         pro-forma  disclosure  of  net  income  and  earnings  per  share.  The
         accounting for both fixed and variable awards is  compensation  expense
         at least equal to a defined minimum value over the service period. SFAS
         123 measures  compensation with reference to "fair value", which equals
         the sum of three elements;  intrinsic  value,  time value of money, and
         time value associated with the stock's volatility.























                                       11
<PAGE>
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

         RECENT ACCOUNTING PRONOUNCEMENTS

         In June 2001,  the FASB issued  Statement  No. 142  "Goodwill and Other
         Intangible Assets".  This Statement addresses financial  accounting and
         reporting  for  acquired  goodwill  and  other  intangible  assets  and
         supersedes APB Opinion No. 17,  "Intangible  Assets".  It addresses how
         intangible  assets that are  acquired  individually  or with a group of
         other assets (but not those acquired in a business  combination) should
         be accounted for in financial  statements upon their acquisition.  This
         Statement  also  addresses  how  goodwill and other  intangible  assets
         should be accounted  for after they have been  initially  recognized in
         the  statements.  The  Company  recognized  $91,970  as  impairment  of
         goodwill for the nine months ended February 28, 2006.

         On October 3, 2001, the FASB issued  Statement of Financial  Accounting
         Standards  No.  144,  "Accounting  for the  Impairment  or  Disposal of
         Long-Lived  Assets"  ("SFAS  144"),  that is  applicable  to  financial
         statements  issued for fiscal years  beginning after December 15, 2001.
         The  FASB's  new  rules  on  asset   impairment   supersede  SFAS  121,
         "Accounting for the Impairment of Long-Lived Assets to be Disposed Of",
         and portions of Accounting  Principles Board Opinion No. 30, "Reporting
         the Results of Operations."  This Standard provides a single accounting
         model for long-lived assets to be disposed of and significantly changes
         the  criteria  that  would  have  to be met to  classify  an  asset  as
         held-for-sale.   Classification   as   held-for-sale  is  an  important
         distinction since such assets are not depreciated and are stated at the
         lower of fair value or carrying  amount.  This  Standard  also requires
         expected future  operating  losses from  discontinued  operations to be
         displayed  in the period (s) in which the losses are  incurred,  rather
         than as of the  measurement  date as  presently  required.  The Company
         disposed of its wholly owned subsidiary  Bedrock Holdings  Corporation,
         Inc. during the quarter ended November 30, 2005. The loss from disposal
         of those assets was $21,000.
























                                       12
<PAGE>
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


         EARNINGS (LOSS) PER SHARE OF COMMON STOCK

         Historical  net income  (loss) per common  share is computed  using the
         weighted  average  number  of CSI  Common  Stock  outstanding.  Diluted
         earnings per share (EPS)  include  additional  dilution from CSI Common
         Stock  equivalents,  such as stock issuable pursuant to the exercise of
         stock  options and  warrants.  CSI Common  Stock  equivalents  were not
         included  in the  computation  of diluted  earnings  per share when the
         Company  reported  a loss  because to do so would be  antidilutive  for
         periods presented.

         The  following is a  reconciliation  of the  computation  for basic and
         diluted EPS:

                                         FEBRUARY 28,           FEBRUARY 28,
                                             2006                   2005
                                      -------------------    -------------------
    Net loss                           $         (27,552)     $         (92,389)
                                      ===================    ===================

    Weighted-average common shares
    Outstanding (Basic)                       63,861,177            186,827,024

    Weighted-average common stock
    Equivalents
         Stock options                                 -                      -
         Warrants                                      -                      -
                                      -------------------    -------------------

    Weighted-average common shares
    Outstanding (Diluted)                     63,861,177            186,827,024
                                      ===================    ===================

         There are no options and  warrants  outstanding  to  purchase  stock at
         February 28, 2006 and 2005.

                                       13
<PAGE>
NOTE 3 - ACCOUNTS PAYABLE AND ACCRUED EXPENSES

         The following  represents  the Company's  accounts  payable and accrued
         expenses at February 28, 2006:

                                                          2006
                                                      --------------
         Investors fees                                $     30,000
         Accounting fees                                     16,200
         Accrued interest on debentures                     162,001
                                                      --------------
         Accounts payable and accrued
         expenses at February 28, 2006                 $    208,201
                                                      ==============

NOTE 4 - CONVERTIBLE DEBENTURES PAYABLE

         The Company has outstanding convertible debentures at February 28, 2006
         in the amount of $400,202.  These debentures  accrue interest at 8% per
         annum.  These  debentures  mature  along with the  related  interest at
         August 27, 2003.  The  debentures  are  convertible  at the  investors'
         discretion  pursuant  to the  convertible  debenture  agreement.  These
         debentures are in default and are classified as a current liability.

NOTE 5 - STOCKHOLDERS' DEFICIT

         At February  28,  2006 and 2005,  the Company had two classes of stock,
         preferred and common stock,  each having a par value of $.0000001.  The
         2003 amounts have been retroactively restated.

         On October 19, 2005,  the Company took the  following  actions based on
         the Rescission  Agreement to cancel  30,000,000 shares of common stock,
         which had been issued to the Bedrock  Shareholders,  and certain  other
         individuals have been cancelled and returned to the treasury.

         PREFERRED STOCK

         On May 10,  2004,  the  Company  increased  its  authorized  shares  to
         200,000,000 from  10,000,000.  The new par value will be decreased from
         $.001 to $.0000001 per share.

         On June 17, 2005,  the Company  decreased  its  authorized  shares from
         200,000,000  to  20,000,000  shares.  The par value remains the same at
         $.0000001 per share.















                                       14
<PAGE>
NOTE 5 - STOCKHOLDERS' DEFICIT (CONTINUED)

         COMMON STOCK

         On January 21, 2004, in lieu of an annual  meeting of the  stockholders
         the  Company's  majority  stockholder  approved  the  increase  of  the
         authorized  common stock of the Company to 1,000,000,000  shares.  With
         the  increasing  of the  authorized  shares  and  the  passing  of time
         statutes,  the Company  transferred the 11,110,522  shares in temporary
         equity to permanent stockholders' equity. As of May 31, 2004, there are
         no amounts in temporary equity.

         On May 10,  2004, a 1:50 reverse  stock split of the  Company's  common
         stock became  effective.  This stock split  decreased the issued shares
         from 50,000,000 to 1,222,005.  Additionally,  the authorized  shares of
         common stock increased from  1,000,000,000 to  20,000,000,000.  The new
         par value will be decreased from $.001 to $.0000001 per share.

         On June 17, 2005, a 1:10 reverse  stock split of the  Company's  common
         stock  became  effective.  This stock  split  decreased  the issued and
         outstanding  shares from 783,667,072 to 78,366,672.  Additionally,  the
         authorized  shares of common stock  decreased  from  20,000,000,000  to
         900,000,000. The par value remains the same at $.0000001 per share.

NOTE 6 - PROVISION FOR INCOME TAXES

         The Company did not provide for income  taxes in the nine months  ended
         February 28, 2006.  Additionally,  the Company  established a valuation
         allowance  equal to the full amount of the  deferred  tax assets due to
         the  uncertainty of the  utilization of the operating  losses in future
         periods.

         At February 28, 2006, the deferred tax asset consists of the following:

                                                                2006
                                                           ----------------

           Deferred taxes due to net operating loss
           carryforwards                                    $      407,564

           Less:  Valuation allowance                             (407,564)
                                                           ----------------

           Net deferred tax asset                           $            -
                                                           ================














                                       15
<PAGE>
NOTE 7 - SHORT-TERM NOTES PAYABLE AND ADVANCES

         During the nine  months  ended  February  28,  2006,  the  Company  has
         received a total of $5,000 either in the form of short-term  promissory
         notes  bearing  interest  at 15%  annually,  or  though  advances  from
         affiliated  companies  either  in the  form  of  cash  or  through  the
         affiliated  companies  payment of legal and professional fees on behalf
         of the  Company.  The  balance  of these net  advances  was  $85,116 at
         February 28, 2006.

NOTE 8 - GOING CONCERN

         As  shown  in  the  accompanying   condensed   consolidated   financial
         statements  the  Company  incurred  net  operating  losses for the nine
         months ended February 28, 2006 and 2005. The Company has no revenues to
         support itself.

         In view of these  matters,  continuing  as a going concern is dependent
         upon the Company's ability to raise additional capital, and to secure a
         future business  combination.  Management believes that actions planned
         and  presently  being  taken to  revise  the  Company's  operating  and
         financial  requirements  provide  the  opportunity  for the  Company to
         continue as a going concern.

NOTE 9 - LITIGATION

         At about the time the Company  discontinued  its  business in 1983,  it
         experienced adverse litigation, and judgments were rendered against the
         Company.  In official records of Broward and Palm Beach Counties in the
         State of Florida,  persons  holding  judgments  did not  re-certify  or
         re-file their  judgments  within the time limits as required by Florida
         statutes.  Management is not able to determine  whether the above would
         have a material impact on its consolidated financial statements.

NOTE 10 - RELATED PARTY TRANSACTIONS

         As discussed in Note 7, the Company from time to time has been advanced
         amounts  either  through  short-term  promissory  notes,  advances,  or
         through  the  payment of legal and  professional  fees from  affiliated
         companies. As of February 28, 2006, the Company has outstanding amounts
         due its affiliates of $85,116.


                                       16
<PAGE>
Item 2.  Management's Discussion and Analysis or Plan of Operation.

THE FOLLOWING DISCUSSION SHOULD BE READ IN CONJUNCTION WITH THE COMPANY'S
FINANCIAL STATEMENTS AND THE NOTES TO THOSE STATEMENTS AND OTHER FINANCIAL
INFORMATION APPEARING ELSEWHERE IN THIS REPORT.

                                    OVERVIEW

         The Company was incorporated in Delaware as "Magnum Communications
Corp." in 1969 and changed its name to Vacation Ownership Marketing, Inc. in
1980. Coinciding with the name change, the Company changed its business to the
development and marketing of time-shared condominiums which it continued until
1983. From 1983 until August 29, 2001, the Company was not engaged in any
business. On August 29, 2001, the Company acquired Encore Builders, Inc., a
construction company, through what was then a subsidiary of the Company.
Beginning on August 29, 2001 the Company was engaged in the construction of
Conquistador Plaza Apartments in Miami, Florida, pursuant to a lump sum
construction contract with Conquistador Plaza. These operations ceased with the
separation of Encore Builders from the Company in the first quarter of 2002. The
Company changed names to its present name on May 10, 2004.

                              RESULTS OF OPERATIONS

                THREE MONTHS ENDED FEBRUARY 28, 2006 COMPARED TO
                      THREE MONTHS ENDED FEBRUARY 28, 2005


Revenues

Revenues were $0 for the three months ended February 28, 2006, as compared to $0
for the three months ended February 28, 2005.

Cost Of Revenues

Cost of revenues was $0 for the three months ended February 28, 2006, as
compared to $0 for the three months ended February 28, 2005.

Operating Expenses

Operating expenses for the three months ended February 28, 2006 were $2,349
compared to $7,789 for the three months ended February 28, 2005. This decrease
was primarily attributed to a non recurring investment expense incurred during
the three month period ending February 28, 2005 associated with the Bedrock
Holdings transaction which was ultimately rescinded and a potential acquisition.

Loss From Operations

Loss from operations for the three months ended February 28, 2006 was $2,349
compared to $7,789 for the three months ended February 28, 2005.

Interest Expense

Interest expense was $8,004 and $8,004 for the three months ended February 28,
2006 and 2004, respectively.





                                       17
<PAGE>
Net Loss Applicable To Common Stock

Net loss applicable to Common Stock was $10,353 for the three months ended
February 28, 2006, compared to $15,793 for the three months ended February 28,
2005. Net loss per common share was $.0002 for the three months ended February
28, 2006 and $.0001 for the three months ended February 28, 2005.

                 NINE MONTHS ENDED FEBRUARY 28, 2006 COMPARED TO
                       NINE MONTHS ENDED FEBRUARY 28, 2005

Revenues

Revenues were $0 for the nine months ended February 28, 2006, as compared to $0
for the nine months ended February 28, 2005.

Cost Of Revenues

Cost of revenues was $0 for the nine months ended February 28, 2006, as compared
to $0 for the nine months ended February 28, 2005.

Operating Expenses

Operating expenses for the nine months ended February 28, 2006 were $3,540
compared to $68,377 for the nine months ended February 28, 2005. This decrease
was primarily attributed to non-recurring professional fees, consulting
expenses, and expenses related to the Bedrock Holdings acquisition, which was
subsequently rescinded, and another potential acquisition which was not
completed.

Loss From Operations

Loss from operations for the nine months ended February 28, 2006 was $48,552
compared to $92,389 for the nine months ended February 28, 2005.

Interest Expense

Interest expense was $24,012 and $24,012 for the nine months ended February 28,
2006 and 2005, respectively.

Net Loss Applicable To Common Stock

Net loss applicable to Common Stock was $48,552 for the nine months ended
February 28, 2006, compared to $92,389 for the nine months ended February 28,
2005. Net loss per common share was $.0004 for the nine months ended February
28, 2006 and $.0005 for the nine months ended February 28, 2005.

                         LIQUIDITY AND CAPITAL RESOURCES

         The Company currently plans to satisfy its cash requirements for the
next 12 months by borrowing from affiliated company's with common ownership or
control and believes it can satisfy its cash requirements so long as it is able
to obtain financing from these affiliated companies. The Company currently
expects that money borrowed will be used during the next 12 months to satisfy
the Company's operating costs, professional fees and for general corporate
purposes. The Company has also been exploring alternative financing sources. The
Company currently has no plans to conduct any research and development, to
purchase or sell any significant equipment or to make any significant changes in
its number of employees.

                                       18
<PAGE>
         The Company will use its limited personnel and financial resources in
connection with seeking new business opportunities, including seeking an
acquisition or merger with an operating company. It may be expected that
entering into a new business opportunity or business combination will involve
the issuance of a substantial number of restricted shares of common stock. If
such additional restricted shares of common stock are issued, the shareholders
will experience a dilution in their ownership interest in the Company. If a
substantial number of restricted shares are issued in connection with a business
combination, a change in control may be expected to occur.

         As of February 28, 2006, the Company had current assets consisting of
cash and cash equivalents in the amount of $1,465. As of February 28, 2006, the
Company had current liabilities consisting of accounts and debentures payable in
the amount of $693,519.

         In connection with the plan to seek new business opportunities and/or
effecting a business combination, the Company may determine to seek to raise
funds from the sale of restricted stock or debt securities. The Company has no
agreements to issue any debt or equity securities and cannot predict whether
equity or debt financing will become available at acceptable terms, if at all.

         There are no limitations in the certificate of incorporation on the
Company's ability to borrow funds or raise funds through the issuance of
restricted common stock to effect a business combination. The Company's limited
resources and lack of recent operating history may make it difficult to borrow
funds or raise capital. Such inability to borrow funds or raise funds through
the issuance of restricted common stock required to effect or facilitate a
business combination may have a material adverse effect on the Company's
financial condition and future prospects, including the ability to complete a
business combination. To the extent that debt financing ultimately proves to be
available, any borrowing will subject the Company to various risks traditionally
associated with indebtedness, including the risks of interest rate fluctuations
and insufficiency of cash flow to pay principal and interest, including debt of
an acquired business.

                               PLAN OF OPERATIONS

         The Company does not have any ongoing business operations or revenue
sources. The Board of Directors of the Company has determined that, subject to
stockholder approval, the best course of action for the Company is to complete a
business combination with an existing business. Accordingly, the Company's
remaining operations will be limited to business combination with an existing
business.

                               RECENT DEVELOPMENTS

On October 19, 2005, the Company entered into and closed a Rescission Agreement
(the "Rescission Agreement"), with Bedrock Holdings, Inc. ("Bedrock"), together
with each of the Bedrock Shareholders and certain other individuals.

Pursuant to the terms of the Rescission Agreement a Share for Share Exchange
Agreement which had closed on May 16, 2005 was rescinded. The Company previously
reported the entry into the Share for Share Exchange Agreement in a Form 8-K
dated May 9, 2005 and the subsequent closing of the transaction in a Form 8-K
dated May 26, 2005.




                                       19
<PAGE>
Pursuant to the Rescission Agreement the thirty million (30,000,000) shares of
common stock which had been issued to the Bedrock Shareholders and certain other
individuals have been cancelled and returned to the treasury. In addition, the
Company has returned its shareholding in Bedrock Holdings, Inc. The Company
shall assist with the filing of the necessary documents with the State of
Florida to reinstate Bedrock as a corporation in good standing.

The closing of the transaction occurred simultaneously with the receipt of the
last signature on the Rescission Agreement.

A copy of the Rescission Agreement is attached as Exhibit 2.1 to the Form 8-K
filed October 19, 2005. The foregoing description of the Share Exchange
Agreement is qualified in its entirety by reference to the full text of the
Share Exchange Agreement.

RECENT ACCOUNTING PRONOUNCEMENTS

         The Company continues to assess the effects of recently issued
accounting standards. The impact of all recently adopted and issued accounting
standards has been disclosed in the Notes to the audited Consolidated Financial
Statements.

CRITICAL ACCOUNTING ESTIMATES

The Company is a shell company and, as such, the Company does not employ
critical accounting estimates. Should the Company resume operations it will
employ critical accounting estimates and will make any and all disclosures that
are necessary and appropriate.

OFF-BALANCE SHEET TRANSACTIONS

The Company has no off-balance sheet arrangements and has not entered into any
transactions involving unconsolidated, limited purpose entities.

RISK FACTORS

IN ADDITION TO OTHER INFORMATION IN THIS REPORT, YOU SHOULD CONSIDER THE
FOLLOWING RISK FACTORS CAREFULLY. THESE RISKS MAY IMPAIR THE COMPANY'S OPERATING
RESULTS AND BUSINESS PROSPECTS AS WELL AS THE MARKET PRICE OF THE COMPANY'S
COMMON STOCK.

                    RISKS RELATED TO THE COMPANY'S FINANCIAL
                          CONDITION AND BUSINESS MODEL

THE COMPANY'S LIQUIDITY IS LIMITED AND IT MAY NOT BE ABLE TO OBTAIN SUFFICIENT
FUNDS TO FUND ITS BUSINESS

The Company's cash is currently very limited and may not be sufficient to fund
future operations. These factors may make the timing, amount, terms and
conditions of additional financing unattractive for the Company. If the Company
is unable to raise additional capital, any future operations could be impeded.
If the Company obtains additional funding, the issuance of additional capital
stock may be dilutive to the Company's stockholders. The Company will likely
have substantial difficulty raising additional capital unless and until it comes
into compliance with Delaware state law and Section 5 of the Securities Act.




                                       20
<PAGE>
THE COMPANY HAS RECEIVED A GOING CONCERN OPINION FROM ITS AUDITORS

The Company's consolidated financial statements have been prepared on the
assumption that the Company will continue as a going concern. The Company's
independent auditors have issued a report that includes an explanatory paragraph
stating the Company's lack of revenue generating activities and substantial
operating deficits, among other things, raise substantial doubt about the
Company's ability to continue as a going concern.

THE COMPANY CURRENTLY HAS NO OPERATIONS

The Company has had no or limited operations since March 2002.

IT MAY BE DIFFICULT TO CONSUMMATE A MERGER OR ACQUISITION WITH A PRIVATE ENTITY

The Company expects its purpose will include locating and consummating a merger
or acquisition with a private entity. The Company anticipates that the selection
of a business opportunity in which to participate will be complex and extremely
risky. The Company has, and will continue to have, little or no capital with
which to provide the owners of business opportunities any significant cash or
other assets. However, management believes the Company will be able to offer
owners of acquisition candidates the opportunity to acquire a controlling
ownership interest in a publicly registered company without incurring the cost
and time required to conduct an initial public offering. Such an acquisition
candidate will, however, incur significant legal and accounting costs in
connection with an acquisition of the Company, including the costs of preparing
current and periodic reports, various agreements and other documents.

                      RISKS RELATED TO LEGAL UNCERTAINTIES

THE COMPANY MAY FACE LITIGATION FOR ISSUING SECURITIES IN VIOLATION OF SECTION 5
OF THE SECURITIES ACT

         Section 5 of the Securities Act prohibits the sale of securities absent
an effective registration statement being filed with the SEC, unless an
exemption from registration applies. On August 27, 2001, the Company's former
parent, Acquisition Corp., offered the Acquisition Corp. Debentures. The
Acquisition Corp. Debentures were exchanged for the VAOM Debentures, and the
shares of the Company's common stock underlying the converted portion of the
VAOM Debentures were sold by the holders of the VAOM Debentures. This series of
transactions was performed in a manner thought to be exempt from the
registration requirements of Section 5 of the Securities Act. However, the
requirements of the exemptions relied on do not appear to have been satisfied.
















                                       21
<PAGE>
         Section 13 of the Securities Act provides that no action shall be
maintained for offering or selling securities in violation of Section 5 unless
that action is brought within one year of the date of the violation. Because
actions by the holders of the Company's common stock received upon conversion of
the VAOM Debentures are now likely barred by this statute of limitations, the
Company has reclassified certain amounts from temporary equity to permanent
stockholder equity. Three years have passed from the initial placement of the
VAOM Debentures and the related conversions into the Company's common stock. As
of the date of this report, there have been no actions filed against the Company
based upon a violation of Section 5. Because the statute of limitations has run,
it is unlikely that these holders of the Company's common stock will file an
action against the Company. However, any such action maintained against the
Company could have a substantial impact on the Company's liquidity, and as the
Company currently has no revenues, could also have a substantial impact on the
Company's capital resources. The ramifications of this may entail a possible
enforcement action by the SEC.

         As of the date of this report, the Company has not received $425,450 in
additional proceeds from the sale of debentures and has $400,202 in VAOM
Debentures outstanding. The Company has no plans to issue additional VAOM
Debentures for any amounts not yet received and has no plans to permit
outstanding VAOM Debentures to be converted.

THE COMPANY MAY NOT BE ABLE TO RAISE ADDITIONAL CAPITAL

         There can be no assurance that the Company will be able to raise
additional capital on a debt or equity basis, or to obtain mortgage financing.

         The Company may be in default under the VAOM Debentures. It appears
that the Company is or will be in default under the terms of the VAOM Debentures
because, among other things, the Company has no plans to register additional the
Company's common stock to be issued upon conversion of the VAOM Debentures that
are currently outstanding and has no plans to complete the issuance of the VAOM
Debentures. Although the debentures matured on August 27, 2003, the Company does
not plan to pay principal or interest owed thereunder until the Company can
obtain additional funding through the sale of its equity securities. The holders
of the outstanding debentures have been orally apprised of the Company's
determination. Given the foregoing, the Company could face litigation by the
holders of the VAOM Debentures seeking to enforce the Company's obligations
thereunder. As the Company currently has almost no assets, the Company would
have to incur further indebtedness to pay any legal costs resulting from
litigation. This would likely have a substantial negative impact on the
Company's capital resources and would also negatively affect the Company's
liquidity.

                                   OTHER RISKS

THE COMPANY'S STOCK PRICE HAS DECLINED SIGNIFICANTLY AND MAY NOT RECOVER

         The trading price of the Company's common stock has declined
significantly since approximately October 2001. The market for the Company's
common stock is essentially non-existent and there can be no assurance of a
change in the immediate future.






                                       22
<PAGE>
THE COMPANY MAY BE SUBJECT TO PENNY STOCK REGULATIONS AND REQUIREMENTS FOR LOW
PRICED STOCK

         The SEC adopted regulations which generally define a "penny stock" to
be any non-Nasdaq equity security that has a market price of less than $5.00 per
share, subject to certain exceptions. Based upon the price of the Company's
common stock as currently traded on the OTC Bulletin Board, the Company's common
stock is subject to Rule 15g-9 under the Exchange Act which imposes additional
sales practice requirements on broker-dealers which sell securities to persons
other than established customers and "accredited investors." For transactions
covered by this rule, a broker-dealer must make a special suitability
determination for the purchaser and have received a purchaser's written consent
to the transaction prior to sale. Consequently, this rule may have a negative
effect on the ability of stockholders to sell common shares of the Company in
the secondary market.

ADDITIONAL DEBT, CONVERTIBLE DEBT, OR EQUITY FINANCING MAY EFFECT ABILITY OF
INVESTORS TO SELL VAOM COMMON STOCK

         The Company's common stock currently trades on the OTC Bulletin Board.
Stocks trading on the OTC Bulletin Board generally attract a smaller number of
market makers and a less active public market and may be subject to significant
volatility. If the Company raises additional capital from the sale of the
Company's common stock, the market price could drop and the ability of investors
to sell the Company's common stock could be diminished. Additionally, should the
Company obtain the approval of its stockholders to increase the authorized
shares of the Company's common stock, the holders of the VAOM Debentures will be
able to convert the VAOM Debentures into common stock, thus further increasing
the number of shares of the Company's common stock outstanding. The issuance of
shares of the Company's common tock upon conversions of the VAOM Debentures may
not only result in a substantial number of shares of the Company's common stock
being available for resale in the public markets, but the resale of those shares
may result in a substantial decrease in the per-share market price of the
Company's common stock.

Item 3. Controls and Procedures

EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES


         The Company's Chief Executive Officer and Chief Financial Officer,
Christopher Astrom, has reviewed and evaluated the effectiveness of the
Company's disclosure controls and procedures (as defined in Exchange Act Rules
13a-15(e) and 15d-15(e)) as of the end of the period covered by this quarterly
report on Form 10-QSB. Based on that evaluation, Christopher Astrom determined
that he and Richard Astrom, the Company's only two directors and officers, are
the only individuals involved in the Company's disclosure process. The Company's
system is designed so that information is retained by the Company and relayed to
counsel as it becomes available.










                                       23
<PAGE>
         The Company's Chief Executive Officer and Chief Financial Officer
believes that, as of the end of the period covered by this report, the Company's
disclosure controls and procedures are effective to ensure that information
required to be disclosed by the Company in the reports that it filed or submits
under the Exchange Act is recorded, processed, summarized and reported, within
the required time periods. Further, the Company's officers have concluded that
the disclosure controls and procedures are also effective to ensure that
information required to be disclosed in the reports that the Company files and
submits pursuant to the Exchange Act of 1934 is accumulated and communicated to
management, including our chief executive officer and chief financial officer,
to allow timely decisions regarding required disclosure.


CHANGES IN INTERNAL CONTROL OVER FINANCIAL REPORTING

         No changes in the Company's internal control over financial reporting
have come to management's attention during the Company's last fiscal quarter
that have materially affected, or are likely to materially affect, the Company's
internal control over financial reporting.

                                     PART II
                                OTHER INFORMATION

Item 1. Legal Proceedings

         The Company is not a party to any pending legal proceedings nor is any
of the Company's property the subject of any pending legal proceedings.

         At about the time the Company discontinued its business in 1983, it
experienced adverse litigation, and judgments were rendered against the Company.
In official records of Broward and Palm Beach counties in the State of Florida,
the persons holding judgments did not recertify or refile their judgments within
the time limits as required by Florida statutes. The Company is not able to
determine whether the above would have a material impact on its condensed
consolidated financial statements.

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

         None

Item 3. Defaults Upon Senior Securities

         See the discussion in Part I, Item 2 and "RISK FACTORS - Risks Related
to Legal Uncertainties" regarding the Company's determination not to provide the
Company's common stock to the VAOM Debenture holders upon conversion of the VAOM
Debentures, which items are incorporated into this Item 3 by this reference.

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

         On January 17, 2006, the Company filed with the SEC a definitive
information statement on Schedule 14C relating to the following items:

         Shareholders' approval of an amendment to the Company's amended
Certificate of Incorporation reflecting:

                  (a) a reverse split of the Company's Common Stock on a one (1)
share for five hundred (500) shares basis, effective January 31, 2006, and







                                       24
<PAGE>
                  (b) maintaining, post split, the total authorized capital
stock of 920,000,000 shares, of which 900,000,000 are classified as common
stock, par value $0.0000001 per share, and 20,000,000 are classified as
Preferred Stock, par value $0.0000001 per share, issuable in series with such
powers, designations, preferences and relative, participating, optional or other
specific rights, and qualifications, limitations or restrictions thereof, as the
Board may fix from time to time by resolution or resolutions.

         On December 14, 2005 shareholders owning in the aggregate 40,000,555
shares of Common Stock or approximately 51.4% of the then issued and outstanding
Common Stock consented in writing to the matters described herein. As a result,
these matters were approved by the majority required by law and no further votes
will be needed.

Item 5. Other Information

         None

Item 6. Exhibits and Reports On Form 8-K

(a) Exhibits:

EXHIBIT
NUMBER            DESCRIPTION
-------  ------------------------------------------------------

31.1     Certification of Principal Executive Officer pursuant to Sarbanes-Oxley
         Section 302

31.2     Certification of Principal Financial Officer pursuant to Sarbanes-Oxley
         Section 302

32.1     Certification of Chief Executive Officer pursuant to Sarbanes-Oxley
         Section 906

32.2     Certification of Chief Financial Officer pursuant to Sarbanes-Oxley
         Section 906


 (b) Reports on Form 8-K:

         None

SIGNATURES

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



CAPITAL SOLUTIONS I, INC.

Date: August 14, 2006

By: /s/ CHRISTOPHER ASTROM
-----------------------------
Christopher Astrom
Chief Executive Officer
Chief Financial Officer



                                       25