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


                                   FORM 10-QSB

     [X]  QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
          ACT OF 1934

               For the quarterly period ended: March 31, 2005

     [ ]  TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

           For the transition period from ____________ to ____________

                         Commission file number: 0-49670

                              OXFORD VENTURES, INC.
--------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)

                                   Nevada n/a
--------------------------------------------------------------------------------
        (State or other jurisdiction of (IRS Employee Identification No.)
                         incorporation or organization)

                 4538 South 140th Street, Omaha, NB 68137
                ------------------------------------------------
                    (Address of principal executive offices)

                                 (480) 924-4123
                           ---------------------------
                           (Issuer's telephone number)

APPLICABLE ONLY TO CORPORATE ISSUERS

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

    Common Stock, $0.001 par value                       169,149,144
   --------------------------------       -------------------------------------
               (Class)                    (Outstanding as of March 31, 2005)

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



                                       1
<PAGE>


                              OXFORD VENTURES, INC.
                                   FORM 10-QSB

                                      INDEX

                          (A Development Stage Company)

                                TABLE OF CONTENTS



Part I  Financial Information                                              Page

  Item 1.Financial Statements:

         Condensed  Balance Sheets March 31, 2005 (unaudited) and
         December 31, 2003....................................................3

         Unaudited  Condensed  Statements of Operations for the three
         and nine  months  ended  March 31, 2005,  and 2004,  and
         cumulative  from  inception  on  September  17, 1987 through
         March 31, 2005.......................................................4

         Unaudited  Condensed  Statements  of Cash Flows for the nine
         months ended  March 31, 2005 and 2004,  and  cumulative
         from  inception on September 17, 1987 through  March 31,
         2005 ................................................................5

         Statements  of   Stockholders'   Equity  from  inception  on
         September 17, 1987 through March 31, 2005 (unaudited)..............6-8

         Notes  to  Financial  Statements  (unaudited)........................9

Item 2.  Plan of Operation...................................................10

Item 3.  Management's Discussion and Analysis or Plan of Operations..........11

Item 4.  Controls and Procedures.............................................12

Part II  OTHER INFORMATION

Item 1.  Legal Proceedings...................................................13

Item 2.  Change in Securities................................................13

Item 3.  Defaults upon Senior Securities.....................................13

Item 4.  Submission of Matters to a Vote of Security Holders.................13

Item 5.  Other Information...................................................13

Item 6.  Exhibits and Reports on Form 8-K....................................13

Signatures...................................................................14

                                       2
<PAGE>


PART I: FINANCIAL INFORMATION

Item 1.  Financial Statements (Unaudited)

                              OXFORD VENTURES, INC.
                         ( a Development Stage Company)
                                  BALANCE SHEET

<TABLE>
<CAPTION>

                                     ASSETS
                                                                 March 31,   December 31,
                                                                   2005           2004
                                                              -----------    -----------
<S>                                                                 <C>            <C>
Current Assets-
  Cash                                                               --      $        10
  Prepaid expenses                                                 11,548         11,548
                                                              -----------    -----------
           Total  current assets                                   11,548         11,558
                                                              -----------    -----------
Other Assets
  Deposits                                                         10,700         10,700
                                                              -----------    -----------
           Total other assets                                      10,700         10,700
                                                              -----------    -----------
                                                              $    22,248    $    22,258
                                                              ===========    ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
Convertible Debenture                                         $   383,222    $   346,563
Accounts payable                                                  131,738        194,105
Accrued liabilities                                               170,423        117,195
Shareholder advances                                               65,226         65,226
                                                              -----------    -----------

           Total  current liabilities                             750,609        723,089
                                                              -----------    -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY (DEFICIT)

     Common stock, par value $.001, 400,000,000 shares
     authorized, 169,149,444 issued and outstanding               169,149        155,267
     Paid-in capital                                              259,175        198,032
     Contributed capital                                           70,947         70,947
    (Deficit) accumulated during the development stage         (1,227,632)    (1,125,077)
                                                              -----------    -----------
           Total Stockholders' Equity (Deficit)                  (728,361)      (700,831)
                                                              -----------    -----------
                                                              $    22,248    $    22,258
                                                              ===========    ===========
</TABLE>
                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                       F-2

                                       3
<PAGE>


                              OXFORD VENTURES, INC.
                         ( a Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                             Cumulative
                                                                                                from
                                                                                            September 17,
                                                                                                1987
                                                                 Three Months Ended          (Inception)
                                                                       March 31,                 to
                                                          ------------------------------       March 31,
                                                                2005             2004            2005
                                                          -------------    -------------    -------------
<S>                                                              <C>              <C>             <C>

REVENUE- interest                                         $        --      $        --      $       6,202
                                                          -------------    -------------    -------------
EXPENSES:
      General and administrative                                 72,643           67,267          560,329
      Bad debts (including $262,002 to a related party)            --                             281,002
      Beneficial conversion feature                              15,025                            15,025
      Loss on abandonment of assets                                --                               2,307
      Loss on value of equipment held for sale                     --                               9,684
      Equity in (loss) of unconsolidated subsidiary                                                34,301
      Depreciation                                                 --                               2,090
      Research and development                                     --             45,549          280,487
      Amortization of financing costs                             6,659                            20,722
      Interest                                                    8,228             --             27,888
                                                          -------------    -------------    -------------

             Total Expenses                                     102,555          112,816        1,233,835
                                                          -------------    -------------    -------------

NET (LOSS)                                                     (102,555)        (112,817)      (1,227,632)
                                                          =============    =============    =============

Basic and diluted net (loss) per common share                    *                *
                                                          =============    =============

WEIGHTED AVERAGE NUMBER OF
   COMMON SHARES OUTSTANDING                                160,771,834      142,801,180
                                                          =============    =============


* less than $(.01) per share
</TABLE>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                       F-3

                                       4
<PAGE>


                              OXFORD VENTURES, INC.
                         ( a Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                                          Cumulative
                                                                                             from
                                                                                        September 17,
                                                                                             1987
                                                                  Three months ended      (Inception)
                                                                       March 31,               to
                                                             --------------------------     March 31,
                                                                  2005           2004          2005
                                                             -----------    -----------    -----------
<S>                                                               <C>            <C>            <C>
OPERATING ACTIVITIES:

      Net (loss) from operations                             $  (102,555)   $  (112,817)   $(1,227,632)
               Contributed capital                                                              70,947
               Impairment loss provided by stock issuance                                          500
               Stock issued for services                                                        40,287
               Beneficial conversion feature                      15,025                        15,025
               Amortization of deferred loan costs                 6,659                        20,722
      Adjustments to reconcile net (loss) to net
         cash used by operating activities:
               Changes in:
                      Prepaid expense                               --           (7,764)       (11,548)
                      Deferred charge                               --           12,228           --
                      Accounts payable                           (62,367)        34,193        148,903
                      Accrued liabilities                         53,228         (5,000)       168,485
                                                             -----------    -----------    -----------
               Net Cash (Used) by Operating Activities           (90,010)       (79,161)      (774,310)
                                                             -----------    -----------    -----------
INVESTING ACTIVITIES:
      Increase in loans receivable                                              (15,000)
      Equipment                                                                 (10,368)
      Increase in related party advances                                       (125,000)
      Increase in deposits                                          --             (100)       (10,700)
                                                             -----------    -----------    -----------

               Net Cash (Used) by Financing Activities              --         (150,468)       (10,700)
                                                             -----------    -----------    -----------
 FINANCING ACTIVITIES:
     Net proceeds from subordinated convertible debentures        90,000                       437,500
     Shareholder advances and loans                                 --           42,816         50,000
     Proceeds from common stock, net                                --          231,185        297,512
                                                             -----------    -----------    -----------
               Net Cash From Financing Activities                 90,000        274,001        785,012
                                                             -----------    -----------    -----------

NET INCREASE IN CASH                                                 (10)        44,372              0

CASH, beginning of period                                             10            872           --
                                                             -----------    -----------    -----------
CASH, end of period                                          $         0    $    45,244    $         0
                                                             ===========    ===========    ===========
Supplemental Schedule of Noncash
   Investing and Financing Activities:
               Stock issued for loan reductions                                            $    34,745
                                                                                           ===========
               Exercise of convertible debt to stock         $    60,000                   $    60,000
                                                             ===========                   ===========
               Stock issued for offering costs                                             $   350,000
                                                                                           ===========
Other Supplemental Information
               Interest paid                                                               $     3,482
                                                                                           ===========
</TABLE>

                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                       F-5

                                       5
<PAGE>


                              OXFORD VENTURES, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                        STATEMENT OF STOCKHOLDERS' EQUITY
<TABLE>
<CAPTION>
                                                                                                        (Deficit)
                                                                                                      Accumulated
                                            Common Stock                                  Stock       During the
                                      ----------------------   Paid-in   Contributed  Subscriptions   Development
                                          Shares     Amount    Capital     Capital     Receivable        Stage          Total
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
<S>                                        <C>        <C>         <C>          <C>            <C>           <C>          <C>
Balance, at inception                           -  $       -  $       -  $          -  $            -  $          -  $          -
  Net (loss) for the year
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 1987                      -          -          -             -               -             -
  Net (loss) for the year
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 1988                      -          -          -             -               -             -             -
  Net (loss) for the year
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 1989                      -           -         -             -               -             -             -
  Net (loss) for the year
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 1990                      -          -          -             -               -             -             -
  Net (loss) for the year
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 1991                      -          -          -             -               -             -             -

                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 1992                      -          -          -             -               -             -             -
  Stock issued for services at par,
  January 5,  April 22 and October 22         812          1                                                                    1
  Net (loss) for the year                                                                                        (1)           (1)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 1993                    812          1          -             -               -            (1)            -
  Stock issued for services at par,
  January 13, July 5                          101          -                                                                    -
  Net (loss) for the year             ----------- ---------- ---------- ------------- --------------- ------------- -------------
                                              913          1          -             -               -            (1)            -

Balance, December 31, 1994
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

Balance, December 31, 1995                    913          1          -             -               -            (1)            -
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

Balance, December 31, 1996                    913          1          -             -               -            (1)            -
  Stock issued for services @$11.94
  per share June 27 and July 31             2,579          2     30,784                                                    30,786
  Net (loss) for the year                                                                                   (30,786)      (30,786)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

Balance, December 31, 1997                  3,492          3     30,784             -               -       (30,787)            -
  Stock issued in a private placement
  @ $.0.046 per share in August 1998,
  net of offering costs of $5,700         330,400        331      9,179                                                     9,510
  Net (loss) for the year                                                                                    (9,510)       (9,510)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

                                       6
<PAGE>

STATEMENT OF STOCKHOLDERS' EQUITY - continued
                                                                                                        (Deficit)
                                                                                                      Accumulated
                                            Common Stock                                  Stock       During the
                                      ----------------------   Paid-in   Contributed  Subscriptions   Development
                                          Shares     Amount    Capital     Capital     Receivable        Stage          Total
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31,1998                 333,892        334     39,963             -               -       (40,297)            -

  Net (loss) for the year                                                                                   (12,050)      (12,050)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31,1999                 333,892        334     39,963             -                       (52,347)      (12,050)

Stock issued at $.15 per share,
 October 12, 2000                         310,205        310     47,414                                                    47,724
 Contributed capital                                                            3,700                                       3,700
 Net (loss) for the year                                                                                    (45,751)      (45,751)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31,2000                 644,097        644     87,377         3,700               -       (98,098)       (6,377)

Stock issued November 15, 2001 to
 acquire subsidiary company                32,500         33        468                                                       500
Stock issued for services at $.15
 per share on November 15 2001             16,250         16      2,484                                                     2,500
 Contributed capital                                                            4,950                                       4,950
 Net (loss) for the year                                                                                     (9,828)       (9,828)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

Balance, December 31, 2001                692,847        693     90,328         8,650               -      (107,926)       (8,255)

Conversion of subordinated convertible
 debentures on February 8, 2002, at
 $.00077 per share                     19,500,000     19,500     (4,500)                                                   15,000
Stock issued for services at $.0015
 per share on March 4, 2002             4,550,000      4,550      2,450                                                     7,000
 Contributed capital                                                            1,200                                       1,200
 Net (loss) for the year                                                                                    (22,348)      (22,348)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

Balance, December 31, 2002             24,742,847     24,743     88,278         9,850               -      (130,274)       (7,403)
Stock subscriptions @ $.03 per share
  on October 31, 2003                   7,800,000      7,800    232,200                      (132,185)                    107,815
Acquisition of assets @ zero

  December 2, 2003                    115,375,000    115,375   (115,375)                                                        -
Contributed capital                                                             1,100                                       1,100
Net (loss) for the year-restated                                                                           (102,558)     (102,558)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

Balance, December 31, 2003            147,917,847    147,918    205,103        10,950        (132,185)     (232,832)       (1,046)

Collection of stock subscriptions                                                                           132,185       132,185
 Proceeds from stock issuance at $.40
 per share net of offering costs of $1,000
 March 23, 2004                           100,000        100     39,400                                                    39,500
 March 29, 2004                           150,000        150     59,350                                                    59,500
Stock issued for services at $.05 per
 share on May 18, 2004                  7,099,392      7,099    342,901                                                   350,000
Stock offering costs                                           (350,000)                                                 (350,000)
Contributed capital                                                            59,997                                      59,997
Stock offering costs                                                                                       (892,245)     (892,245)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

                                       7
<PAGE>

STATEMENT OF STOCKHOLDERS' EQUITY - continued
                                                                                                        (Deficit)
                                                                                                      Accumulated
                                            Common Stock                                  Stock       During the
                                      ----------------------   Paid-in   Contributed  Subscriptions   Development
                                          Shares     Amount    Capital     Capital     Receivable        Stage          Total
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------
Balance, December 31, 2004            155,267,239    155,267    198,032        70,947               -    (1,125,077)     (700,831)
(unaudited)
Conversion of subordinated convertible
 debentures on February 11, 2005, at
 $.0038 per share                       2,631,579      2,632      7,368                                                    10,000
Conversion of subordinated convertible
 debentures on March 2, 2005, at
 $.0079 per share                       1,265,823      1,266      8,734                                                    10,000
Conversion of subordinated convertible
 debentures on March 8, 2005, at
 $.0047 per share                       2,127,660      2,128      7,872                                                    10,000
Conversion of subordinated convertible
 debentures on March 21, 2005, at
 $.0040 per share                       2,500,000      2,500      7,500                                                    10,000
Conversion of subordinated convertible
 debentures on March 23, 2005, at
 $.0040 per share                       2,500,000      2,500      7,500                                                    10,000
Conversion of subordinated convertible
 debentures on March 31, 2005, at
 $.0035 per share                       2,857,143      2,857      7,143                                                    10,000
Beneficial conversion feature for
 first quarter                                                   15,025                                                    15,025
Net (loss) for the period                                                                                  (102,555)     (102,555)
                                      ----------- ---------- ---------- ------------- --------------- ------------- -------------

Balance, March 31, 2005 (unaudited)   169,149,444 $  169,149 $  259,175 $      70,947 $             -  $ (1,227,632) $   (728,361)
                                      =========== ========== ========== ============= =============== ============= =============
</TABLE>


                 SEE ACCOMPANYING NOTES TO FINANCIAL STATEMENTS

                                       F-4

                                       8
<PAGE>


                              OXFORD VENTURES, INC.
                   Notes to Financial Statements (unaudited)

Note 1. BASIS OF PRESENTATION

In the opinion of management,  the accompanying  unaudited  condensed  financial
statements have been prepared in accordance with generally  accepted  accounting
principles for interim  financial  information and with the instructions to Form
10-QSB.  Accordingly,  they do not include all of the  information and footnotes
required by generally  accepted  accounting  principles  for complete  financial
statements. In the opinion of management,  all adjustments (consisting of normal
recurring  accruals)  considered  necessary  for  a  fair  presentation  of  the
Company's  financial  position  as of  March  31,  2005 and the  results  of its
operations  and cash flows for the three  months  ended March 31, 2005 and 2004.
Operating  results for the three months ended March 31, 2005 are not necessarily
indicative  of the results that may be expected for the year ended  December 31,
2005.

These  condensed  financial  statements  should be read in conjunction  with the
financial  statements  and notes thereto  contained in the Company's Form 10K-SB
for the year ended December 31, 2004.

Note 2. DEBT AND EQUITY FINANCING

In May 2004,  the Company  entered into an agreement  with a private equity fund
which provides, among other things, that it is receive bridge financing relating
to a 5%,  convertible  security  to be issued  to an  investment  banking  firm,
totaling up to  $500,000.  Of that total,  all $500,000 was received as of March
31, 2005. Total fees of $102,500 are to be withheld from the total disbursements
indicated;  $37,500 for the security  holder and legal fees of $65,000,  leaving
the Company with a net amount of $397,500.

In the event the Company exercises its redemption of either all or a portion the
Convertible  Debenture,  the Holder  shall  receive a warrant to purchase  fifty
thousand  (50,000)  shares of the  Company's  Common Stock for every One Hundred
Thousand U.S. Dollars (US$100,000) redeemed. The Warrant shall be exercisable on
a "cash basis" and have an exercise price equal to the Conversion Price that the
Holder is entitled to as set forth below:

The Holder is entitled,  at its option, to convert, and sell on the same day, at
any time and from time to time, until payment in full of this Debenture,  all or
any part of the principal amount of the Debenture,  plus accrued interest,  into
shares  (the  "Conversion  Shares") of the  Company's  common  stock,  par value
US$.001  per  share ("Common  Stock"),  at the price per share (the  "Conversion
Price") equal to the lesser of (a) an amount equal to one hundred twenty percent
(120%) of the volume  weighted  average price of the Common Stock as listed on a
Principal Market (as defined herein),  as quoted by Bloomberg  L.P. (the "VWAP")
as of the date hereof,  or (b) an  amount equal to eighty  percent (80%)  of the
lowest VWAP of the  Company's  Common  Stock,  as quoted by  Bloomberg,  LP (the
"Closing Bid Price"),  for the five (5) trading days  immediately  preceding the
Conversion Date (as defined herein).

Included in this convertible  debenture is a contingent  conversion option which
does not permit the  Company  to  compute  the number of shares  that the holder
would  receive until the  contingent  event occurs and the  conversion  price is
adjusted.  Accordingly,  the Company will defer  recognition of the  incremental
intrinsic value of the conversion feature until the contingency event occurs

                                       9
<PAGE>

Note 2. DEBT AND EQUITY FINANCING - continued

The Warrant shall have  "piggy-back"  and demand  registration  rights and shall
survive for two (2) years from the Closing  Date.  All of the  Company's  assets
will collateralize the convertible  security on a first priority basis. The note
can be called should the Company become insolvent.

As of March 31, 2005, the Holder has converted $60,000 of this debt to stock. As
a result,  separately  stated in the financials  are the  beneficial  conversion
amounts.  The total amount of shares converted are 13,882,205  shares as of thru
March 31, 2005.


Note 3.  RESEARCH AND DEVELOPMENT

Research and Development (R&D) costs after date of acquisition of the technology
are being  expensed as R&D when  incurred  until  technological  feasibility  is
established.  R&D is a separate  component of operating  expense.  Technological
feasibility  is  established  upon  completion  of a  working  model,  which  is
typically  demonstrated  after initial beta testing is  completed.  Software and
hardware   development  costs  incurred  subsequent  to  the  time  a  product's
technological feasibility has been established,  through the time the product is
available for general release to customers,  are capitalized,  if material.  The
Company  decided  during  the  first  quarter  of 2005  to  suspend  its  entire
operations and to suspend the R&D efforts previously undertaken.


Note 4. LEGAL PROCEEDINGS

On January 31,  2005, a Default  Judgment  was filed  against the Company in the
Superior Court of Maricopa County,  Arizona.  The judgment is for the benefit of
TGR  Properties,  LLC,  for damages  that have been  incurred as a result of the
termination of the operating lease of the facilities in Mesa, Arizona. The total
judgment is for  approximately  $57,144  which  includes  unpaid lease  rentals,
interest and penalties


Item 2. Plan of Operation

The Company is continuing  with the research and  development of its Xtreme Game
entertainment  technology in Mesa, Arizona.  Its activities and primary focus is
to  complete  the   technology  and  to  raise  the  required  funds  through  a
registration  statement,  with which to proceed  with the  eventual  completion,
production  and  placement of its product in sports bars  throughout  the United
States.  It has  recently  obtained  funds which will enable it to continue  its
research and  development  process;  however,  it is dependent on the successful
completion of its present and anticipated  equity financing  efforts to continue
in existence.


                                       10
<PAGE>


Item 3. Management's Discussion and Analysis or Plan of Operations

The following discussion contains forward-looking statements that are subject to
significant  risks and  uncertainties.  There are several important factors that
could cause actual  results to differ  materially  from  historical  results and
percentages  and results  anticipated  by the  forward-looking  statements.  The
Company has sought to identify the most significant  risks to its business,  but
cannot  predict  whether or to what extent any of such risks may be realized nor
can there be any assurance  that the Company has  identified  all possible risks
that might arise.  Investors should carefully  consider all of such risks before
making an investment decision with respect to the Company's stock.

Plan of Operation
-----------------

The Company has the rights to the Xtreme Games' technology.

Xtreme Games is a NASCAR simulator comprised of a full-size NASCAR racecar body,
complete  with a roll cage and  safety  net.  Front and rear  windows  have been
blacked out to create a total focus on the computer  monitor set in front of the
wind-shield,  right in front of the driver.  A "plug and play"  computer  system
serves as the engine that drives the video,  sound effects,  special effects and
the specific racing footage to which the driver must respond. As "drivers" brake
and steer,  those  commands are  reflected  in a force  feedback in the steering
wheel,  and the  actual  movements  of the car - which  can  replicate  braking,
banking,  turning and more. A hydraulic  system  moves the car up and down,  and
side to side to create a racing  experience that  accurately  reflects what it's
like to actually drive in a NASCAR race.

Computer  hardware  and  software  systems  that drive the  simulator  have been
hand-picked,  and  incorporate  both  off-the-shelf,  PC-based  software for the
racing action and customized software and hardware for the steering/acceleration
and hydraulic interface.

Xtreme Games also is currently utilizing a PC game steering wheel from Logitech.
This steering wheel is a proven  consumer-grade game steering wheel designed for
PC use. In conjunction with the exclusive technology designed by HanaHo Games on
behalf of Xtreme Games, the benefits to the simulator are:

     1. Hydraulic motion platform interface between the software and simulator.
     2. Forced feed-back to a racing steering column.
     3. Acceleration and braking interface between the software and simulator

The simulator will tilt on banked turns,  have a force feedback  steering wheel,
feature wind blowing and vibrations to simulate motion, spout smoke in the event
of a jarring  crash,  and more.  Thus,  drivers will  undergo an intensely  real
experience that closely mirrors driving in an actual NASCAR race.

In the sports bar  environment,  the  technology  is  available to tie the video
images in the car to  spectator  monitors in the  facility,  which can  generate
additional interest in using the simulator.

Discussion and Analysis of Financial Condition
----------------------------------------------

The Company has incurred  annual  operating  losses since its inception  related
primarily to development general  administration costs. During the quarter ended
March 31,  2005,  the  Company  posted a loss of  $102,555,  compared  to a loss
of$112,817 for the quarter ended March 31, 2004.

                                       11
<PAGE>

The  Company's  main focus  during the quarter  ended March 31, 2005 has been to
develop the rights it owns to the Xtreme Games technology.

General & Administrative Expenses
---------------------------------

General and  administrative  expenses  increased  to $72,643  during the quarter
ended March 31,  2005,  relating to advances to the entity which was supposed to
maintain the initial simulator,  compared to $67,267 for the quarter ended March
31, 2004. The increase in 2005 is mainly due to increased  operations within the
Company.

Research & Development Expenses
-------------------------------

Research and developmental costs during the quarter ended March 31, 2005 were $0
compared to $45,549 for the quarter  ended March 31, 2004.  The decrease in 2005
resulted from the Company's inability to raise enough capital for operations.

Liquidity And Capital Resources
-------------------------------

Since inception, the Company has financed its operations from private financing.
The company has  suffered  recurring  losses from  operations  and has a working
capital deficit of $739,061 (current assets less current liabilities).

The majority of the Company's  accounts  payable are past due and the company is
currently insolvent.

Financing
---------

The Company has been unable to obtain  adequate  financing with which to pay its
current  and past due  obligations,  and  therefore  has  decided  to seek other
business  options  including a merger with  another  Company.  If no  successful
merger or other options are found,  the Company's  plans to turn control over to
the major creditor.


ITEM 4. CONTROLS AND PROCEDURES

The registrant's  Principal  executive officers and principal financial officer,
based on their evaluation of the registrant's disclosure controls and procedures
(as defined in Rules  13a-14(c)  of the  Securities  Exchange Act of 1934) as of
March 31, 2005 have  concluded  that the  registrants'  disclosure  controls and
procedures  are  adequate  and  effective  to ensure that  material  information
relating to the  registrants  and their  consolidated  subsidiaries is recorded,
processed ,  summarized  and reported  within the time periods  specified by the
SEC' s rules and forms,  particularly  during the period in which this quarterly
report has been prepared.

The registrants'  principal  executive officers and principal  financial officer
have  concluded  that there  were no  significant  changes  in the  registrants'
internal  controls or in other  factors  that could  significantly  affect these
controls  subsequent to Sept. 30, 2004 the date of their most recent  evaluation
of such  controls,  and that there was no significant  deficiencies  or material
weaknesses in the registrant's internal controls.

                                       12
<PAGE>

PART II: OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

On June 29, 2004, a complaint was filed against the Company in the County Court,
Denver County, Colorado. The complaint alleges that the Company used a telephone
facsimile machine,  computer or other device to send unsolicited  advertisements
to the facsimile  machine of Cache Valley  Electric  without having obtained the
prior  express  permission  or  invitation to do so. The plaintiff in the action
seeks recovery of up to $15,000. The Company filed an answer to the complaint on
July 29,  2004,  does not  believe  that the  complaint  has merit.  The Company
believes it will be successful in defending against the claim.

The Company was unable to pay the last 6 months on its lease obligation in Mesa,
Arizona and legal  action was taken by the lessor for  collection  of back lease
rentals,  interest  and  penalties.  This  action  was  subsequently  reduced to
judgment in January 2005, for $57,144.

ITEM 2.  CHANGE IN SECURITIES

None

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None

ITEM 5.  OTHER INFORMATION

None

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)      Exhibits          Description
--------------------       -----------------------------------------------------
         3.1.1   (a)       Articles of Incorporation dated September 17, 1987
         3.1.2   (a)       Articles of Amendment dated December 17, 1990
         3.1.3   (a)       Articles of Amendment dated April 16, 1993
         3.1.4   (a)       Articles of Amendment dated August 19, 1999
         3.1.5   (a)       Articles of Amendment dated March 13, 2000
         3.1.6   (a)       Articles of Amendment dated January 30, 2002
         3.2     (a)       Bylaws
         31                Section 302 Certification of CEO and CFO
         32                Section 906 Certification of CEO and CFO


          (a)  Included as an Exhibit to Oxford  Ventures,  Inc.'s  registration
               statement on Form 10-SB dated March 8, 2002.

(b)      Reports on Form 8-K

               No Current Reports on Form 8-K were filed during the three months
               ended March 31, 2005


                                       13
<PAGE>

SIGNATURES

In accordance with the  requirements of the Exchange Act, the registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

Date:  July 11, 2005                       Oxford Ventures, Inc.


                                             /s/ Daniel K. Leonard
                                             ----------------------------------
                                             Daniel K. Leonard
                                             President


                                       14
<PAGE>