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

                             FORM 10-KSB

[X] Annual Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the year ended December 31,
2005

[ ]Transition report Pursuant to Section 13 or 15(d) of the
Exchange Act

                Commission File Number: 333-119985
                 PACIFIC NORTHWEST PRODUCTIONS INC.
   ----------------------------------------------------------
         (Name of Small Business Issuer In Its Charter)

        Nevada                                20-1334845
 -------------------------------         ------------------
(State or other jurisdiction             (I.R.S. Employer
of incorporation or organization         Identification No.)

          7164 Scott Road
       Surrey, B.C., Canada                    V3W 3M8
---------------------------------------     -------------
(Address of principal executive offices)      (Zip Code)

                         (604) 572-9863
                   --------------------------
                  (Issuer's Telephone Number)

Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock, par value $0.001

Indicate by check mark:

If the Registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act. Yes __ No X

If the  Registrant  is not  required to file reports pursuant to
Section 13 orSection 15(d) of the Act. Yes __ No X

Whether the Registrant (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months, and (2) has been subject to such filing
requirements for the past 90 days.  YES: [X] NO: [ ]

If the disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained herein, and will not be contained, to
the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-KSB or
any amendment to this Form 10-KSB. [X]

Whether the registrant is a large  accelerated  filer, an accelerated filer
or anon-accelerated  filer (as defined in Rule 12b-2 of the Act). Large
accelerated filer. Accelerated filer [ ]  Non-accelerated filer [x].

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

Issuer's had no revenues for the year ended December 31, 2005.

                              1
<PAGE>

The aggregate market value of Issuer's voting common stock held
by non-affiliates computed by reference to the price at which the
common stock was sold, or the average bid and asked price of the
common stock on December 31, 2005 was approximately $550,000. Issuer
has no non-voting common stock.

At December 31, 2005, there were 1,500,000 shares of the Issuer's
common stock issued and outstanding, held by a total of 27 shareholders
of record.

Some exhibits required to be filed hereunder, are incorporated
herein by reference to Issuer's original Form SB-2 Registration
Statement, filed on October 27, 2004 under CIK No. 0001303330,
and which can be found in its entirety on the SEC website at
www.sec.gov:

Transitional Small Business Disclosure Format:  Yes     No X

                       Safe Harbor Statement
                      ---------------------
This annual report contains forward-looking statements. All statements
other than statements of historical fact are forward-looking statements
for purposes of federal and state securities laws. Forward-looking statements
may include the words may, plans, estimates, anticipates, believes,
expects, intends and similar expressions. Although we believe that such
statements are based on reasonable assumptions, these forward-looking
statements are subject to numerous factors, risks and uncertainties that
could cause actual outcomes and results to be materially different from those
projected or assumed in our forward-looking statements. These factors, risks
and uncertainties include, among others, the following: our substantial level
of indebtedness; changes in the supply and/or demand and/or prices for our
products; the activities of competitors; changes in significant operating
expenses, including raw material and/or costs; changes in currency exchange
rates; changes in the availability of capital; general economic and business
conditions in the United States and elsewhere in the world; changes in the
regulatory environment; and our ability to operate as a stand-alone business.
Given these risks and uncertainties, we caution you not to place undue
reliance on forward-looking statements. We undertake no obligation to update
or revise any forward-looking statements, either to reflect new developments
or for any other reason, except as required by law.


                        Available Information
                        ---------------------
Our Annual Reports on Form 10-KSB, Quarterly Reports on Form 10-QSB,
Current Reports on Form 8-K and all amendments to those reports that
we file with the Securities and Exchange Commission, or SEC, are
available at the SEC's public reference room at 100 F Street, N.E.,
Washington, D.C. 20549. The public may obtain information on the
operation of the public reference room by calling the SEC at
1-800-SEC-0330. The SEC also maintains a website at www.sec.gov
that contains reports, proxy and information statements and other
information regarding issuers that file electronically with the SEC.


                              2
<PAGE>





                                 PART I
                                 ======
Item 1. Description of Business
-------------------------------
General Information
-------------------
Pacific Northwest Productions Inc. ("PNP") is a development stage
company that was incorporated in the State of Nevada on July 6,
2004.  We maintain our statutory registered agent's office at 711
S. Carson Street, Suite 4, Carson City, Nevada 89701 and our
business office is located at 7164 Scott Road, Surrey, British
Columbia, Canada.  Our telephone number is (604) 572 9863.  Our
production office is located at 12577 61st Avenue, Surrey, British
Columbia, Canada, in the home of Deljit Bains, our president, and
is used rent free.

We have attempted to develop a business converting VHS (analog)
videotape information to DVD (digital) information. Our services
are outlined at our corporate website located at
www.pacificnorthwestproductions.com and are focused on the
individual consumer that has created home movies or other
important information on VHS (analog) videotape and now wishes to
have this information converted to a DVD (digital) format.

We are in the development stage; have commenced limited business
operations; and have not yet generated any revenues since inception.
Because we do not have significant cash in the bank or other
material assets, nor do we have an established source of revenues
sufficient to cover our operating costs, our auditors have expressed
substantial doubt as to our ability to continue as a going concern.

Our fiscal year end is December 31. We have never been party to any
bankruptcy, receivership or similar proceeding, nor have we undergone
any material reclassification, merger, consolidation, or purchase or
sale of a significant amount of assets not in the ordinary course of
business.

Principal Products, Services and Markets
----------------------------------------
Conversion Process - Step by Step Overview:

We are currently developing our business converting VHS (analog)
videotape information to DVD (digital) information. The following
provides a brief and simplified step by step overview of the
processes we are developing:

1.  The consumer sends a VHS videotape to us. The shipping costs
 will be paid by the consumer.



                              3
<PAGE>



2.  The consumer's original VHS videotape is played and the VHS
    videotape information is captured onto a PNP computer,
    utilizing a video capture port.  This process is performed by a
    VHS player and a PNP computer.

3.  The captured video information is then delineated automatically
    into scenes. These initial scenes are identified by the breaks
    (stopping/starting of the original video camera) in the VHS
    videotape. This process will be performed by a PNP computer.

4.  Depending on the package that the consumer has ordered, any
    editing, placing of chapters, etc. are processed at this
    point. This process is performed by a PNP computer with the
    addition of manual editing.

5.  The fully edited VHS videotape information is then stored in
    a digital format. It is reviewed to ensure that the editing
    process was accurate (e.g., depending on the package, the data
    is carefully reviewed to ensure the chapter identifiers and
    titles are in the correct position) and then the software system
    records or burns the digital information from PNP's computer to
    a blank DVD. This process is performed by a PNP computer, except
    for the checking of the chapter identifiers and titles, which is
    done manually.

6.  The completed DVD is then reviewed for quality.  This process
    is performed manually and we will play the DVD on a PNP computer
    to ensure that the chapter points are located correctly;
    verify that the chapter titles are correct; and ensure that the
    DVD is playing correctly.

7.  Depending on the package that the customer has ordered, the
    appropriate labels and cases will then be prepared and the
    consumer's order will be shipped.  The labels will be
    printed by computer and manually affixed to the jewel cases,
    which will then be packaged for shipment.

We introduced our products and  services to friends, acquaintances,
family members and associates. Our initial target markets have been
within the Vancouver and British Columbia region of Canada. We have
used our website at www.pacificnorthwestproductions.com, as the main
focus of our marketing efforts.











                              4
<PAGE>


Conversion Packages:
-------------------
Following are the conversion packages are offering:

Bronze Package - US$35.00
------------------------
This is our most basic package and includes the following:

-	Up to 1 hour* of VHS videotape converted straight to DVD
-	Packaged in a jewel case
-	No menus or Chapter Title points

Bronze Premium Package - US$40.00
---------------------------------
Up to 2 hours* of VHS videotape converted straight to DVD:

-	Packaged in a jewel case
-	No menus or Chapter Title points

Silver Package - US$50.00
-------------------------
-       Up to 1 hour* of VHS videotape converted to DVD
-       Up to 6 Chapters Titles on the  "Chapter Index"  menu
        page
-       Chapter Title points located at 5 or 10 minute intervals

Silver Premium Package - US$60.00
---------------------------------
-	Up to 2 hours* of VHS videotape converted to DVD
-	Up to 12 Chapter Titles on the "Chapter Index" menu
-       Chapter Title points located at 5 or 10 minute intervals

Gold Package -  US$99.00
------------------------
-	Up to 2 hours* of VHS videotape converted to DVD
-	Up to  12 Chapter Titles on the "Chapter Index" menu
-	Customized Still or Motion "Chapter Index" menu
-	Up to  12  Chapter Title points at predetermined
        locations by consumer
-	Chapter Title points descriptions are personalized by
        consumer
-	Background music for "Chapter Index" menu
-	Dolby Digital Audio
-	"Professional Style" DVD case with personalized front cover
-	DVD labeling printed directly onto the disc

Platinum Package - US$145.00
----------------------------
-	Receive a total of three (3) copies of the Gold Package
        DVD.
-	Receive each Gold Package DVD in their own "Professional
        Style" DVD case with personalized front cover, or receive
        all three (3) copies inside one triple "Professional Style"
        DVD case with personalized front cover.

                              5
<PAGE>

Additional copies of any Bronze, Bronze Premium, Silver, Silver
Premium, Gold or Platinum DVD - US$25.00 for each DVD.

A Chapter Index is located at the beginning of the DVD and lists
the different Chapters contained in the DVD. A consumer can review the
Chapter Index and then proceed directly to the Chapter they wish to
view by identifying the Chapter with their DVD machine controls and
then pushing enter. The DVD player will locate the requested Chapter
and start playing the DVD at the requested Chapter location.

* PNP Bronze, Bronze Premium, Silver, Silver Premium and Gold
packages are for conversion of VHS videotape from a single VHS
cassette. If the consumer wishes to transfer VHS videotape
information from several different VHS cassettes, PNP will quote
a "custom" price for the service.

Software and Equipment
----------------------
Software System: We utilize the Pinnacle Studio Plus -
Version 9 software to perform the VHS conversion to DVD and the
different features associated with the different conversion packages
described above in "Conversion Packages".

Computer System: We have purchased a desktop computer system to
perform the VHS conversion to DVD packages described above.

VHS Player: We will be using a VHS system provided by
our President, at no cost to us. At such time as it is
determined that another VHS system is required to complete work, we
will purchase another VHS system. VHS systems are readily available
for purchase at relatively low costs.

Raw Materials
-------------
There are very few raw materials required for converting VHS
(analog) videotape to DVD (digital) information. The following
represent what we have determined to be key raw materials: DVD,
DVD Cases and DVD labels.

DVD - Blank Media - There are many different manufacturers of
blank DVDs; including TDK, Memorex, Verbatim, Taiyo Yuden and
many "generic" blank DVDs manufactured by a variety of companies
and marketed under different names. Blank DVDs are readily available
from theses different manufacturers from many different suppliers.

DVD Cases - There are many manufacturers of DVD cases, and for the
most part the cases are generic and not "branded". PNP will use a
clear plastic jewel case for consumers choosing the bronze, bronze
premium and the silver packages. PNP will use a black "Professional
Style" DVD case for the consumers who choose the Gold and Platinum
packages.

                              6
<PAGE>



Shipping and Handling fees for all DVD packages
-----------------------------------------------
All shipping and handling will be additional charges to the
consumer and there will be a flat handling fee of US$10.00
per order. Shipping charges will vary with each order and will
be predetermined and prepaid prior to shipping.

Competition
-----------
The competition for the conversion of VHS to DVD seems to be from
many different organizations ranging from large duplicating
companies to small companies offering limited conversion
services. We have identified the following organizations as
competitors in our business: (A) DVD Infinity located in Sidney,
Australia; (B) HomeDVD.ca, located in Ontario, Canada; (C) Light
Sound located in New Jersey, USA; (D) Video Makers Direct located
in Minneapolis, USA.

PNP recognizes that there are many more competitors in the VHS
conversion to DVD marketplace than the identified organizations
above. As there are no significant barriers to entry and as
conversion technology becomes easier to utilize, virtually anyone
can start up a conversion business and start converting
immediately.

Many larger organizations have several different services
including large scale duplicating offerings. PNP does not
anticipate competing with these organizations, as we do not
anticipate consumers requiring more than 6
copies of a produced DVD.

As conversion software and systems become easier to use and more
readily available, prospective customers may choose to convert their
own VHS tapes to DVD, which could severely impact our business, as
well as future revenues. As a result, our business operations could
become obsolete, which could result in a closure of our business.


Government and Other Regulations
--------------------------------
Regulation of the Internet:  Currently, websites are not subject
to direct federal laws or regulations applicable to access,
content or commerce on the Internet.  However, due to the
increasing popularity and use of the Internet, it is possible
that a number of laws and regulations may be adopted with respect
to the Internet covering issues such as:



                              7
<PAGE>





-	user privacy
-	freedom of expression
-	pricing
-	content and quality of products and services
-	taxation
-	advertising
-	intellectual property rights
-	information security

The adoption of any such laws or regulations might decrease the
rate of growth of Internet use, which in turn could decrease the
demand for our services, increase the cost of doing business or
in some other manner have a negative impact on our business,
financial condition and operating results.  In addition,
applicability to the Internet of existing laws governing issues
such as property ownership, copyrights and other intellectual
property issues, taxation, libel, obscenity and personal privacy
is uncertain.  The vast majority of such laws were adopted prior
to the advent of the Internet and related technologies and, as a
result, do not contemplate or address the unique issues of the
Internet and related technologies.

We will abide by all copyright laws and will ensure that any
copyrighted information that is provided on our website has
received approval from the source of the copyright information.
PNP will not provide any VHS videotape conversion to DVD digital
of any copyrighted information without original documentation
from the legal owner of the copyrighted source providing approval
of the conversion and or duplication of the copyrighted
information. In addition, PNP will reserve the right to refuse
any such conversion work whereby PNP determines that the nature
of the information contained on the VHS videotape is
inappropriate.

Marketing and Distribution
------------------------------
We have introduced our services to friends, acquaintances, family
members.  We have utilized our website at
www.pacificnorthwestproductions.com, as the focus of our marketing.
The website provides a comprehensive description of the various
packages that are available to the consumer.

We have advertised in local newspapers that have a circulation in
more prosperous communities in anticipation that readers of these
papers would be interested in our services. Until additional
resources are available, all advertising will be small and very
focused on attracting interested consumers to our website where
they will be provided with more information and be given the
chance to order the different packages.

                              8
<PAGE>







Employees
---------
PNP has no full time employees and two part-time employees,
Deljit Bains and Davinder Bains, our officers and directors. None
of the employees are compensated for their services and we do not
have any employment agreements.  Our officers and directors
intend to continue to provide services to our company until such
time as we become profitable and are able to compensate them, at
which time, compensation will be decided by the Board of Directors.
We do not intend to hire any employees unless and until our
business expands to a point that our officers and directors can
no longer provide the services themselves.

Neither Deljit or Davinder Bains, have any formal scientific
or technical training in VHS conversion process or the marketing and
sales of such services.  Their lack of formal training and experience
could, however, result in total failure of our business operations.

We have also engaged the services of Mosaic Networks, Inc., an
unrelated third party located in Burnaby, B.C., to provide web-hosting
for www.pacificnorthwestproductions.com for an annual rate of
US$150. There is no written agreement with Mosaic and the engagement
may be cancelled by either party with a 30-day written notice.

We presently do not have pension, health, annuity, insurance, stock
options, profit sharing or similar benefit plans; however, we may
adopt plans in the future.  There are presently no personal benefits
available to any employees.

ITEM 1A. Risk Factors
---------------------
Investing in our securities involves risks. You should carefully consider the
following risk factors and the other information in this prospectus, including
our consolidated financial statements and related notes, before you decide to
purchase our common stock. If any of the following risks occur, our business,
financial condition and operating results could be adversely affected. As a
result, the trading price of our common stock could decline and you could lose
part or all of your investment. We may amend or supplement the risk factors
described below from time to time by other reports we file with the SEC in the
future.

1. We are a development stage company and our accountants believe
there is substantial doubt about our ability to continue as a going
concern.
-----------------------------------------------------------------
We have incurred a net loss of $29,721  since inception on
July 6, 2004 and have no revenues to date. Our future is dependent
upon our ability to obtain financing and upon future profitable
operations from the development of our business. These factors
raise substantial doubt that we will be able to continue as a
going concern. Our financial statements have been prepared assuming
that we will continue as a going concern. Our auditors have made
reference to the substantial doubt as to our ability to continue as
a going concern in their audit report on our audited financial
statements for the  year ended December 31, 2005.  If we are not
able to achieve revenues, then we may not be able to continue as
a going concern. As a result, you could lose any investment you
make in our common stock or may never be able to resell any common
stock you purchase from our selling shareholders in this offering.


                              9
<PAGE>



2. Our officers and directors have no experience in the industry we
propose to enter, which could result in a total failure of our
proposed operations.
---------------------------------------------------------------
Neither Deljit Bains or Davinder Bains, our executive officers
and directors, has any formal scientific or technical training in
video production, marketing and/or sales. With no direct training
or experience in these areas, our management may not be fully
aware of many of the specific requirements related to working
within this industry. Consequently, the lack of training and
experience of our management in this industry could result in
management making decisions that could result in a reduced
likelihood of our being able to successfully implement our
proposed business with the result that we would not be able to
achieve revenues or continue operations. In view of this risk, we
will have to rely on the technical services of others to instruct
our officers and directors if and when needed. If we are unable
to contract for the services of such individuals, it will make it
difficult and maybe impossible to pursue our business plans and we
might not be able to continue with our operations.

3. If we are unable to further develop a functional and user-friendly
website that accurately describes our different VHS videotape
conversion to DVD packages,  we may not be able to generate revenue
and as a result we may not be able to continue our operations.
-----------------------------------------------------------------
We have contracted out the development of our website to a third
party web developer. In addition, we have contracted out to a third
party web-hosting firm the web-hosting operations on our website. Our
PNP website has been launched, however, if we continue to not be able
to generate revenue and as a result we may not be able to continue
with our operations.

4. As a result of being in the business of offering VHS videotape
analog information conversion to DVD digital information services
of consumer's personal information, we may face a higher
potential for liability claims, and if any claims are commenced
against us this  could result in a failure of our business.
-----------------------------------------------------------------
We are providing VHS videotape analog information conversion
to DVD digital information of consumer's personal information. As
a result, we face the risk that claims may be made against us for
losses or damages, perceived or real that could have a negative
impact on our business. We may be subject to claims for
negligence, copyright or trademark infringement, destruction of
personal property, or other legal theories relating to the
conversion of the VHS videotape analog information contained on
the  consumer's VHS cassettes. These claims could result in
substantial costs and a diversion of our management's attention
and resources, regardless of whether we are successful.
Currently, we do not have any insurance coverage.  Although we

                              10
<PAGE>



may be able to obtain general liability insurance, that insurance
may not cover potential claims of this type or may not be
adequate to cover all costs incurred in defense of potential
claims or to indemnify us for all liability that may be imposed.
Any costs or imposition of liability that may not be covered by
insurance or in excess of any insurance coverage we may obtain
could result in a failure of our business.  As a result of these
factors, any legal claims, whether or not successful, could seriously
damage our reputation and  our ability to continue with our
operations.

5. As a result of being in the business of offering VHS videotape
analog information conversion to DVD digital information
services, a change of technology formats or conversion systems
could prohibit us from generating any revenue and as a result, we
may not be able to continue with our operations.
----------------------------------------------------------------
Utilizing software systems to convert analog information to
digital information and then record that information onto DVDs is
the basis of our business. If there were to be a change in
technology formats and DVDs were no longer the commonly accepted
format to store digital information, or there were changes to
existing conversion software systems that prevented us from
converting VHS videotape analog information to DVD digital
information, we may not be able  to generate any revenue and as a
result continue with our operations.  Alternatively, any new
conversion software may be completely unaffordable to us when
introduced to the market. In the event before we would be able to
upgrade to any new systems or software, our business could fail and
we may not be able to continue with our operations.

 6. As conversion software and systems become easier to use and
more readily available, our customers may choose to convert their
own VHS tapes to DVD, which could severely impact revenues.
-------------------------------------------------------------------
With computer technology always expanding, as new and easier software
and systems become available to convert VHS tapes to DVD format, we
could lose customers, which would negatively impact and reduce any
revenues we might be able to generate from our business operations.
As a result, our business could become obsolete and we may not be
able to continue with our business operations.

7. Our officers and directors have conflicts of interest in that
they have other time commitments that will prevent them from
devoting full-time to our operations, which may limit our ability to
generate revenue and slow our operations.
-------------------------------------------------------------
Our officers and directors have other obligations and time
commitments that will prevent them from devoting full-time to our
operations.  Deljit Bains, our President, CEO, Treasurer and Director
devotes approximately 10 hours per week to our operations. Davinder
Bains, our Secretary, CFO, Principal Accounting Officer and

                              11
<PAGE>


Director devotes approximately 10 hours per week to our operations.
This lack of full-time commitment could limit our ability to generate
revenue and slow our operations and could prevent us from further
advancing our business operations.

8. We have no full time employees and no employment agreements with
either of our directors or officers and thus we have no assurances of
retaining their services and as a result, their departure could limit
our ability to generate revenue and slow our operations.
--------------------------------------------------------------------
We have no full time employees and two part-time employees,
Deljit Bains and Davinder Bains, our officers and directors. None
of the employees are compensated for their services and we do not
have any employment agreements.

9.  Our current cash in the bank will be insufficient to
complete our business development program and if we are not
successful in generating sufficient revenues, we will
need additional financing to continue our operations. We have not
secured any sources of additional funding and any sources of funds
that might be available to us, if and when needed, might be on terms
unacceptable to us and might result in significant dilution to our
existing shareholders.
--------------------------------------------------------------------
Our continued operations are dependent upon our ability to generate
revenues from operations and/or obtain further financing
through borrowing from banks or other lenders or through
equity funding. There is no assurance that sufficient revenues
can be generated or that additional financing will be available
or on terms favorable to us. Without sufficient and acceptable
financing, we may be unable to continue with our business operations.

10. Our securities are subject to Penny Stock rules, which could
make it more difficult to resell your shares.
-----------------------------------------------------------------
Our common stock is classified as "penny stock" and, as such, are
subject to certain rules and regulations governing the many risks
of  buying  and selling low-priced penny stocks, which may affect
your ability to ever resell your shares. The shares offered
herein by our selling shareholders are defined as penny stocks
under the Securities and Exchange Act of 1934 and rules of the
Securities and Exchange Commission. The  Exchange Act and such
penny stock rules generally impose  additional sales practice and
disclosure requirements on broker-dealers who sell our securities
to  persons  other  than  certain accredited  investors who are,
generally,  institutions with assets in excess of $5,000,000 or
individuals with net worth in excess of $1,000,000 or annual
income exceeding  $200,000,  or  $300,000  jointly  with
spouse), or in transactions not recommended by the broker-dealer.


                              12
<PAGE>




For transactions covered by the penny stock rules, a broker-
dealer  must make a suitability determination for each purchaser
and receive the  purchaser's  written agreement prior to the
sale. addition,  the broker-dealer must make certain mandated
disclosures in penny stock transactions, including the actual
sale or purchase price and actual bid and offer  quotations,  the
compensation to be received by the broker-dealer and certain
associated persons, and deliver certain disclosures required by
the Commission.  Consequently, the penny stock rules may affect
the ability of broker-dealers to make a market in or trade our
common stock and  may  also affect your ability to resell any
shares you may purchase in this  offering in any public market.

11. Our officers and directors have voting control of our common
stock which could result in shareholder decisions being made on
maters you may not agree with or that may not necessarily be of
benefit to you as a shareholder.
----------------------------------------------------------------
Because our officers and directors control a large percentage of
our common stock, they have the power to control our management.
Our officers and directors together own a total of 1,000,000, or
approximately 67% of our issued and outstanding common stock. As
such, in accordance with provisions in our articles of
incorporation and bylaws, they are able to control who is elected
to our board of directors and thus could act, or could have the
power to act, as our management. The interests of our officers
and directors may not be, at all times, the same as that of our
other shareholders. Where those conflicts exist, our shareholders
will be dependent upon our officers and directors exercising, in
a manner fair to all of our shareholders, their fiduciary duties
as officers and directors. Also, these officers and directors
will have the ability to significantly influence the outcome of
most corporate actions requiring shareholder approval, including
any possible change in business plans, merger of the Company with
or into another company, the sale of all or substantially all of
our assets and amendments to our articles of incorporation. This
concentration of ownership by our officers and directors may also
have the effect of delaying, deferring or preventing a change in
control of the Company which may be disadvantageous to minority
shareholders.


Item 2. Description of Property
-------------------------------
We do not currently own any property. We currently use shared office
space at 7164 Scott Road, Surrey, B.C., Canada on a month-to-month
verbal basis with  Scottsdale Square Business Centre, an unrelated
third party  for a monthly rental fee of $25 U.S. The facilities
include fax services, reception area and shared office and boardroom
meeting facilities. Our production office is located at 12577 61st
Avenue, Surrey, British Columbia, Canada, in the home of Deljit Bains,
our president, and is used rent free.

                              13
<PAGE>


Item 3. Legal Proceedings
-------------------------
We currently have no pending or threatened legal proceedings against us.

Item 4. Submission of Matters to a Vote of Security Holders
-----------------------------------------------------------
There were no matters submitted for a vote to the security holders
during  the year ended December 31, 2005.


                                 Part II
                                 =======

Item 5. Market for Common Equity, Related Stockholder Matters and
Issuer Purchases of Equity Securities.
------------------------------------------------------------------
Our common stock is currently listed for quotation on the OTCBB
under the symbol PNWP.

As of December 31, 2005 there were approximately 27 holders of record
of our Common Stock and 1,500,000 shares of Common Stock issued and
outstanding.

A total of 1,000,000 of the issued and outstanding shares are held by our
officers and directors, all of which are "restricted securities", as that
term is defined in Rule 144 of the Rules and Regulations of the Securities
and Exchange Commission, promulgated under the Act. Under Rule 144, such
shares can only be publicly sold, subject to volume restrictions and
certain restrictions on the manner of sale, commencing one year after
their acquisition.

We also completed an offering of 500,000 shares of our common  stock
at a price of $0.05 per share to a total of twenty-five (25)
purchasers on July 28, 2004. The total amount we received from this
offering was $25,000. We completed the offering pursuant to Regulation
S of the Securities Act. Each purchaser represented to us that they
were a non-US person as defined in Regulation S. We did not engage in
a distribution of this offering in the United States. Each purchaser
represented his intention to acquire the securities for investment
only and not with a view toward distribution. Each investor was given
adequate access to sufficient information about us to make an informed
investment decision. None of the securities were sold through an
underwriter and accordingly, there were no underwriting discounts
or commissions involved. No registration rights were granted to any
of the purchasers.

We have not paid any cash dividends since inception to the holders
of our Common Stock.  We currently intend to retain any earnings for
internal cash flow use.

At December 31, 2005, there were no equity compensation plans approved
or outstanding and no stock options granted or outstanding.

                              14
<PAGE>


Our stock transfer agent is Holladay Stock Transfer, Inc., 2939 N67th
Place, Scottsdale Arizona; Tel 480 481 3940.

ITEM 6.  Selected Financial Data
--------------------------------
Since we have not yet generated any revenues since inception, no selected
historical financial and operating data for each of the five years through
fiscalyear 2005 are included herein. The only expenses incurred since
inception have been in connection with the preparation and filing of
documents used in our initial public offering and in subsequent
registration statement and periodic report filings with the U.S.
Securities and Exchange Commission and for initial development of our
business plans. Our Consolidated Financial Statements and notes thereto
for the fiscal year ended December 31, 2005 are included in their entirety
in this Annual Report.

Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations
-----------------------------------------------------------------------
The following is management's discussion and analysis of certain
significant factors which have affected our financial position and
operating results during the periods included in the accompanying
audited financial statements and should be read in conjunction with our
audited financial statements.

Limited operating history; need for additional capital
------------------------------------------------------
We are a development stage company have not generated any revenues from
operations.

We cannot guarantee that we will be successful in our business operations.
Our business is subject to risks inherent in the establishment of a new
business enterprise, including limited capital resources, increased
competition, possible delays and cost over runs in the development of our
services. We will continue to allocate the expenditures of our very limited
financial resources in a very timely and measured manner and will not
continue with expenditures if management thinks we will be unable to complete
the designated task.

We may require further equity financing to provide for some of the capital
required to implement future development of our operations. There are no
assurances that future financing will be available to us on acceptable
terms and if financing is not available on satisfactory terms, we may be
unable to continue to develop or expand our original business plan and
operations and we will be required to look for other potential business
opportunities. However, if equity financing is available on acceptable
terms, it could result in additional dilution to existing shareholders.

Plan of Operation
-----------------
We have not yet generated any revenues from our business operations and are
still in the development stage.

We anticipate that we may not be able to satisfy our working capital
requirements for the next twelve months. Accordingly, we will need to
raise additional working capital to continue our operations. We
anticipate funding our working capital needs for the next twelve months
through the equity capital markets and private financings. No assurances
can be given that we will be able to raise sufficient cash to meet these
cash requirements.

We will continue to offer our complete line-up of VHS to DVD conversion
packages on our website until our lack of financial resources prohibits
us from maintaining our website and sustaining our original business plan


                                   15
<PAGE>


and operations. We may decide that we can no longer pursue our original
business plan; at which point we will be required to look for other
potential business opportunities. There are no assurances that there will
be any other potential business opportunities available and we cannot
predict the nature of the business opportunity in which we might
participate nor the financial requirements of a possible business
opportunity.

Results of Operations
---------------------
We had no revenues for the years ended December 31, 2005 or 2004.
We are still in the development stage and have not yet generated
any revenues since inception.

For the year ended December 31, 2005, we incurred a net operating
loss of $18,917, as compared to a net loss of $10,804 for the year
ended December 31,2004. We have incurred total net operating
losses of $29,721 for the period from inception to the year ended
December 31, 2005.

Net cash used in operating activities for the year ended December
31, 2005 was $15,345, as compared to net cash used in operating
activities of $10,804 for the year ended December 31, 2004.

There was no cash flows from investing or financing activities for
the year ended December 31, 2005.


Liquidity and Capital Resources
-------------------------------
As at December 31, 2005 we had cash in the bank of $1,073.During the year
ended December 31, 2005 a director paid expenses on behalf of the Company
totaling $332 (2004 - $401). At December 31, 2005, included in accounts
payable is $161 (2004 - $401), which is due to a director and is non-interest
bearing, unsecured and without specific terms of repayment.

We anticipate that we may not be able to satisfy our working capital
requirements for the next twelve months. Accordingly, we will need to raise
additional working capital to continue our operations.  We anticipate funding
our working capital needs for the next twelve months through the equity

                              16
<PAGE>

capital markets and private financings. No assurances can be given that
we will be able to raise sufficient cash to meet these cash requirements.
We do not intend to purchase any significant property or equipment, nor
incur any significant changes in employees during the next 12 months.

Our auditors have expressed the opinion that in our current state, there
is substantial doubt about our ability to continue as a going concern.

We anticipate no material commitments for capital expenditures in the
near term.  Management is not aware of any trend in its industry or
capital resources, which may have an impact on its income, revenue or
income from operations.

Off-Balance Sheet Arrangements
------------------------------
We have no off-balance sheet arrangements or contractual or commercial
commitments.


Item 7. Financial Statements
----------------------------
Following are our audited financial statements for the year ended
December 31, 2005.
























                              17
<PAGE>



















                 PACIFIC NORTHWEST PRODUCTIONS INC.
                 (a development stage enterprise)

                      FINANCIAL STATEMENTS


                       DECEMBER 31, 2005






REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

BALANCE SHEET

STATEMENTS OF OPERATIONS

STATEMENTS OF STOCKHOLDERS' EQUITY

STATEMENTS OF CASH FLOWS

NOTES TO FINANCIAL STATEMENTS



















                              18
<PAGE>

        DALE MATHESON                 Partnership of:
  CARR-HILTON LABONTE    Robert J. Burkart, Inc.   James F. Carr-Hilton, Ltd.
---------------------    Alvin F. Dale, ltd.       Peter J. Donaldson, Inc.
Chartered Accountants    Wilfred A. Jacobson, Inc. Reginald .J. LaBonte, Ltd.
                         Robert J. Matheson, Inc.  Fraser G. Ross, Ltd.
                         Brian A. Shaw, Inc.       Anthony L. Soda, Inc.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Stockholders and Board of Directors of Pacific Northwest
Productions Inc.:

We have audited the accompanying balance sheets of Pacific Northwest Productions
Inc. (a development stage enterprise) as of December 31, 2005 and 2004 and the
statements of operations, stockholders' equity and cash flows for the year ended
December 31, 2005, the period from inception on July 6, 2004 to December 31,
2004 and the period from inception on July 6, 2004 to December 31, 2005.  These
financial statements are the responsibility of the Company's management.  Our
responsibility is to express an opinion on these financial statements based on
our audits.

We conducted our audits in accordance with the standards of the Public Company
Accounting Oversight Board (United States).  Those standards require that we
plan and perform an audit to obtain reasonable assurance whether the financial
statements are free of material misstatement.  The Company is not required to
have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control
over financial reporting as a basis for designing audit procedures that are
appropriate in the circumstances, but not for the purpose of expressing
an opinion on the effectiveness of the Company's internal control over
financial reporting.  Accordingly, we express no such opinion. An audit also
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the financial statements.  An audit also includes assessing the
accounting principles used and significant estimates made by management, as
well as evaluating the overall financial statement presentation.  We believe
that our audits provide a reasonable basis for our opinion.

In our opinion, these financial statements present fairly, in all material
respects, the financial position of the Company as of December 31, 2005 and 2004
and the results of its operations and its cash flows and the changes in
stockholders' equity for the year ended December 31, 2005, the period from
inception on July 6, 2004 to December 31, 2004 and the period from inception on
July 6, 2004 to December 31, 2005 in accordance with accounting principles
generally accepted in the United States of America.

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern.  As discussed in Note 1 to the
financial statements, to date the Company has reported losses since inception
from operations and requires additionalfunds to meet its obligations and fund
the costs of its operations.  These factors raise substantial doubt about the
Company's ability to continue as a going concern. Management's plans in this
regard are described in Note 1.  The financial statements do not include any
adjustments that might result from the outcome of this uncertainty.

/s/ Dale Matheson Carr-Hilton LaBonte

CHARTERED ACCOUNTANTS
Vancouver, Canada
March 13, 2006

 A Member of MMGI International, A Worldwide Network of Independent
                  Accountants and Business Advisors

Vancouver      Suite 1700-1140 West Pender St.,
Offices:       Vancouver, B.C., Canada V6E 4G1
               Tel: 604-687-4747 - Fax: 604-687-4216
               Suite 1500-1140 West Pender St., Vancouver, B.C., Canada V6E 4G1
               Tel: 604-687-4747 - Fax: 604-689-2778

                              20
<PAGE>


<TABLE><CAPTION>
                    Pacific Northwest Productions Inc
                     (A Development Stage Enterprise)
                            Balance Sheets

                               A S S E T S
                               -----------
                                            December 31     December 31
                                               2005            2004
                                            -----------     -----------
<S>                                             <C>             <C>
   Current Assets
   --------------
   Cash                                      $   1,073         $ 16,418
                                             ---------         --------
	Total Current Assets                     1,073           16,418
                                             ---------         --------
   Fixed Assets
   ------------
   Computer Equipment                            6,119            6,119
   Accumulated Depreciation                     (2,210)            (170)
                                             ---------        ---------
   	Total Fixed Assets                       3,909            5,949
                                             ---------        ---------
   Total  Assets                             $   4,982         $ 22,367
                                             =========        =========

                          L I A B I L I T I E S
                          ---------------------
   Current Liabilities
   -------------------
   Accounts Payable and Accrued
   Liabilities (Note 4)                      $   4,703         $  3,171
                                             ---------         --------
   Total Current Liabilities                     4,703            3,171
                                             ---------         --------

            S T O C K H O L D E R S '    E Q U I T Y
           ----------------------------------------
   Common Stock (Note 3)
    100,000,000 authorized common shares,
    par value $.001
    1,500,000 common shares issued and outstanding
    (December 31, 2004- 1,500,000)               1,500            1,500
   Additional Paid-in-Capital                   28,500           28,500
   Deficit accumulated during
      development stage   		       (29,721)         (10,804)
                                             ---------         --------
   	Total Stockholders' Equity                 279           19,196
                                             ---------         --------
   Total Liabilities and Stockholders Equity $   4,982         $ 22,367
                                             =========         ========
</TABLE>
Going Concern Contingency (Note 1)

    The accompanying notes are an integral part of the financial
    statements.
<TABLE><CAPTION>
                Pacific Northwest Productions Inc
                (A Development Stage Enterprise)
                   Statement of Operations

                                             Period from      Cummalative from
                                              July 6,2004     July 6, 2004
                                 Year Ended  (Inception) to  Inception) to
                                December 31   December 31     December 31
                                    2005         2004             2005
                                -----------  -------------  -------------
 <S>                                 <C>          <C>            <C>
Revenues
--------
Revenues                        $        -   $          -   $          -
                                -----------  ------------   ------------
Expenses
--------
Depreciation                         2,040           170          2,210
General and Administrative
  Expenses                          16,877        10,634         27,511
                                -----------  ------------   ------------
Net loss 		        $   18,917   $    10,804    $    29,721
                                ===========  ============   ============


Basic Net Loss Per
Common Share                    $    (0.01)  $     (0.01)
                                -----------  ------------

Weighted Average Number
of Common Shares Outstanding     1,500,000     1,382,022
                                ===========  ============
</TABLE>
















    The accompanying notes are an integral part of the financial
    statements.


                              22
<PAGE>

<TABLE><CAPTION>
                   Pacific Northwest Productions Inc.
                    (A Development Stage Enterprise)
                   Statement of  Stockholders' Equity
   For the period from July 6, 2004 (inception) to December 31, 2005




            							Total
                        $0.001      Paid-In    Accumulated  Stockholders'
	     Shares     Par Value   Capital      Deficit         Equity
            -------------------------------------------------------------
<S>          <C>          <C>        <C>          <C>           <C>
Balance
July 6, 2004  -         $    -     $     -     $     -        $    -


Stock
Issued
for cash
at $0.005
per share
July 16,2004   1,000,000    1,000       4,000           -          5,000


Stock
Issued
for cash
at $0.05
per share
July 28, 2004    500,000     500       24,500           -         25,000

Net loss          -        -            -        (10,804)        (10,804)

            -------------------------------------------------------------
Balance
December
31, 2004       1,500,000   1,500       28,500    (10,804)         19,196

Net loss           -        -            -       (18,917)        (18,917)

            -------------------------------------------------------------
Balance
December
31, 2005       1,500,000  $1,500      $ 28,500   $(29,721)        $ 279
            =============================================================
</TABLE>


     The accompanying notes are an integral part of the financial
     statements.

                              23
<PAGE>



<TABLE><CAPTION>

                   Pacific Northwest Productions Inc.
                    (A Development Stage Enterprise)
                        Statement of Cash Flows
					                         Period from     Cumulative from
	                                      Year Ended         July 6, 2004     July 6, 2004
	                                   December 31, 2005    (inception) to    (inception) to
                                                               December 31, 2004 December 31, 2005
                                           -------------------------------------------------------


                                            <c>                  <c>               <c>
Cash Flows from Operating Activities:
------------------------------------
Net Loss                                         $(18,917)         $(10,804)        $(29,721)
Adjustments to reconcile net loss to net
cash from operating activities:
   Depreciation	                                    2,040               170            2,210
Changes in non-cash working capital items:
Accounts Payable                                    1,532             3,171            4,703
                                           -------------------------------------------------------
Net Cash Used in Operating Activities             (15,345)           (7,463)         (22,808)
                                           -------------------------------------------------------

Cash Flows from Investing Activities:
------------------------------------
Purchase of Computer Equipment                          -            (6,119)          (6,119)
                                           -------------------------------------------------------
Net Cash Used in Investing Activities                   -            (6,119)          (6,119)
                                           -------------------------------------------------------

Cash Flows from Financing Activities:
------------------------------------
Common Stock issued for cash                            -            30,000           30,000
                                           -------------------------------------------------------
Net Cash Provided by Financing Activities               -            30,000           30,000
                                           -------------------------------------------------------

Increase (Decrease) in Cash                       (15,345)           16,418            1,073
                                           -------------------------------------------------------
Cash Balance, Beginning	                           16,418                 -                -
                                           -------------------------------------------------------
Cash Balance, Ending                             $  1,073          $ 16,418          $ 1,073
                                           =======================================================
Supplemental Disclosures:
        Cash Paid for interest                   $      -          $      -          $     -
                                           =======================================================
        Cash Paid for income taxes               $      -          $      -          $     -
                                           =======================================================
</TABLE>

     The accompanying notes are an integral part of the financial
     statements.

                              24
<PAGE>

               Pacific Northwest Productions Inc.
                 Notes to Financial Statements
                     December 31, 2005

Note 1  -  Nature of Operations
--------------------------------
Organization
------------
Pacific Northwest Productions Inc. was incorporated under the laws of the
State of Nevada on July 6, 2004 for the purpose of converting VHS (analog)
videotape information to DVD (digital) information.

These financial statements have been prepared on a going concern basis,
which implies the Company will continue to realize its assets and discharge
its liabilities in the normal course of business.  The Company has been in
the initial organization stage since inception and to date has not generated
any operating revenues.  The Company's ability to continue as a going concern
is dependent on raising additional capital to fund future operations or
generating net profits from its planned business operations and ultimately to
attain profitable operations.  As at December 31, 2005, the Company has
accumulated losses of $29,721 since inception.  The Company does not expect
to satisfy its cash requirements for business operations for the next 12 months
with its current cash in the bank. The Company anticipates that it might have
to raise additional funds or seek bank loans or other financing to fund its
business operations for the next 12 months.  Accordingly, these factors raise
substantial doubt as to the Company's ability to continue as a going concern.

These financial statements do not include any adjustments to the
recoverability and classification of recorded asset amounts and
classification of liabilities that might be necessary should the Company be
 unable to continue as a going concern.

Note 2 - Summary of Significant Accounting Policies
---------------------------------------------------
Basis of presentation
---------------------
These financial statements are presented in United States dollars and have
been prepared in accordance with United States generally accepted accounting
principles.

Comparative Figures
-------------------
Certain of the comparative figures has been reclassified to conform to the
current year's presentation.

Development Stage Enterprise
----------------------------
The Company is a development stage enterprise, as defined in Financial
Accounting Standards Board Statement ("SFAS") No. 7 "Accounting and Reporting
by Development Stage Enterprises". The Company is devoting all of its present
efforts to securing and establishing a new business.  Its planned principal
operations have not commenced and accordingly, no revenue has been derived
during the organizational period.

                             25
<PAGE>

               Pacific Northwest Productions Inc.
                 Notes to Financial Statements
                     December 31, 2005

Note 2 - Summary of Significant Accounting Policies (con't)
-----------------------------------------------------------
Use of Estimates and Assumptions
--------------------------------
The preparation of financial statements in conformity with generally accepted
accounting principles 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 liquid investments, with an original maturity of
three months or less when purchased, to be cash equivalents.

Fixed Assets
------------
Computer equipment is recorded at cost.  Depreciation is computed using the
straight-line method with estimated useful lives of three years.

Assessments of whether there has been a permanent impairment in the value of
fixed assets are periodically performed. Management believes no permanenent
impairment has occurred.

Financial Instruments
-----------------------------------
In accordance with the requirements of SFAS No. 107,"Disclosures about Fair
Value of Financial Instruments",management has determined the estimated fair
value of financial instruments using available market information and
appropriate valuation methodologies. The carrying values of cash and accounts
payable approximate fair values due to the short-term maturity of the
instruments.

Income Taxes
------------
The Company has adopted SFAS No. 109 "Accounting for Income Taxes" as of its
inception. Pursuant to SFAS No. 109, the Company is required to compute tax
asset benefits for net operating losses carried forward. Potential benefit of
net operating losses have not been recognized in these financial statements
because the Company cannot be assured it is more likely than not it will
utilize the net operating losses carried forward in future years.

Earnings (Loss) per Share
-------------------------

The Company computes net loss per share in accordance with SFAS No. 128,
"Earnings per Share". SFAS No. 128 requires presentation of both basic and
diluted earnings per share (EPS) on the face of the statement of operations.
Basic EPS is computed by dividing net income (loss) available to common
shareholders (numerator) by the weighted average number of shares outstanding
(denominator) during the period.  Diluted EPS  gives effect to all potentially
dilutive common shares outstanding during the period  using the treasury stock
method and convertible preferred stock using the converted method. In computing
diluted EPS, the average stock price for the period is used in determining the
number of shares assumed to be purchased from the exercise of stock options or
warrants. Diluted EPS excludes all potentially dilutive shares if their effect
is anti dilutive. The Company has not issued any potential dilutive instruments
since inception and accordingly only basic loss per share is presented.

                              26
<PAGE>

              Pacific Northwest Productions Inc.
                 Notes to Financial Statements
                     December 31, 2005

Note 2 - Summary of Significant Accounting Policies (con't)
----------------------------------------------------------
Stock-Based Compensation
------------------------
The Company has not adopted a stock option plan and has not granted any stock
options.  Accordingly no stock-based compensation has been recorded to date.

Comprehensive Income
--------------------
SFAS No. 130, "Reporting Comprehensive Income," establishes standards for
reporting and presentation of comprehensive income, its components and
accumulated balances.  Comprehensive income is defined to include all
changes in equity except those resulting from investments by owners and
distributions to owners.  Among other disclosures, SFAS No.130 requires that
all items that are required to be recognized under current accounting
standards as components of comprehensive income be reported in a financial
statement that is presented with the same prominence as other financial
statements. The Company does not have any assets requiring disclosure of
comprehensive income.

Recent Accounting Pronouncements
--------------------------------
In December 2004, the FASB issued SFAS No. 153, "Exchanges of Non-monetary
Assets - An Amendment of APB Opinion No. 29". The guidance in APB Opinion
No. 29, "Accounting for Non-monetary Transactions", is based on the principle
that exchanges of non-monetary assets should be measured based on the fair
value of the assets exchanged. The guidance in that Opinion, however, included
certain exceptions to that principle.  SFAS No. 153 amends Opinion No. 29 to
eliminate the exception for non-monetary exchanges of similar productive
assets and replaces it with a general exception for exchanges of non-monetary
assets that do not have commercial substance. A non-monetary exchange has
commercial substance if the future cash flows of the entity are expected to
change significantly as a result of the exchange.  The provisions of SFAS
No. 153 are effective for non-monetary asset exchanges occurring in fiscal
periods beginning after June 15, 2005. Early application is permitted and
companies must apply the standard prospectively. The adoption of this
standard is not expected to have a material effect on the Company's results
of operations or financial position.

In December 2004, the FASB issued SFAS No. 123R, "Share Based Payment".
SFAS 123R is a revision of SFAS No. 123 "Accounting for Stock-Based
Compensation", and supersedes APB Opinion No. 25, "Accounting for Stock
Issued to Employees" and its related implementation guidance. SFAS 123R
establishes standards for the accounting for transactions in which an
entity exchanges its equity instruments for goods or services. It also
addresses transactions in which an entity incurs liabilities in exchange for
goods or services that are based on the fair value of the entity's equity
instruments or that may be settled by the issuance of those equity instruments.
SFAS 123R focuses primarily on accounting for transactions in which an entity
obtains employee services in share-based payment transactions. SFAS 123R
does not change the accounting guidance for share-based payment transactions
with parties other than employees provided in SFAS 123 as originally issued
and EITF Issue No. 96-18, "Accounting for Equity Instruments That Are Issued
to Other Than Employees for Acquiring, or in Conjunction with Selling,
Goods or Services".  SFAS 123R does not address the accounting for employee
share ownership plans, which are subject to AICPA Statement of Position 93-6,
"Employers' Accounting for Employee Stock Ownership Plans". SFAS 123R
requires a public entity to measure the cost of employee services received
in exchange for an award of equity instruments based on the grant-date fair
value of the award (with limited exceptions). That cost will be recognized
over the period during which an employee is required to provide service
in exchange for the award - the requisite service period
(usually the vesting period). SFAS 123R requires that the compensation
cost relating to share-based payment transactions be

                            27
<PAGE>

              Pacific Northwest Productions Inc.
                 Notes to Financial Statements
                     December 31, 2005

Note 2  -  Summary of Significant Accounting Policies (con't)
------------------------------------------------------------
Recent Accounting Pronouncements (con't)
---------------------------------------
recognized in financial statements. That cost will be measured based on
the fair value of the equity or liability instruments issued. The scope
of SFAS 123R includes a wide range of share-based compensation arrangements
including share options, restricted share plans, performance-based awards,
share appreciation rights, and employee share purchase plans. Public entities
(other than those filing as small business issuers) will be required to
apply SFAS 123R as of the first interim or annual reporting period that
begins after June 15, 2005. Public entities that file as small business
issuers will be required to apply SFAS 123R in the first interim or annual
reporting period that begins after December 15, 2005.  Management is
currently evaluating the impact, which the adoption of this standard will
have on the Company's results of operations or financial position. The
Company has not granted any stock options to date and accordingly has not
provided information herein related to the pro form a effects on the
Company's reported net loss and net loss per share of applying the fair
value recognition provisions of the previous SFAS No. 123, Accounting
for Stock-Based Compensation, to stock-based employee compensation.

The interpretations in Staff Accounting Bulletin ("SAB") No. 107 express views
of the staff regarding the interaction between Statement of Financial
Accounting Standards Statement No. 123 (revised 2004), Share-Based Payment
("Statement 123R" or the "Statement") and certain Securities and Exchange
Commission ("SEC") rules and regulations and provide the staff's views
regarding the valuation of share-based payment arrangements for public
companies. In particular, this SAB provides guidance related to
share-based payment transactions with non employees, the transition from
nonpublic to public entity status, valuation methods (including assumptions
such as expected volatility and expected term), the accounting for certain
redeemable financial instruments issued under share-based payment arrangements,
the classification of compensation expense, non-GAAP financial measures,
first-time adoption of Statement 123R in an interim period, capitalization
of compensation cost related to share-based payment arrangements, the
accounting for income tax effects of share-based payment arrangements upon
adoption of Statement 123R, the modification of employee share options prior
to adoption of Statement 123R and disclosures in Management's Discussion and
Analysis ("MD&A") subsequent to adoption of Statement 123R. Management is
currently evaluating the impact, which the adoption of this standard will
have on the Company's results of operations or financial position.

In May 2005, the FASB issued SFAS 154, "Accounting Changes and Error
Corrections". This Statement replaces APB Opinion No. 20, "Accounting Changes",
and SFAS No. 3, "Reporting Accounting Changes in Interim Financial Statements",
and changes the requirements for the accounting for and reporting of a change
in accounting principle. This Statement applies to all voluntary changes in
accounting principle. The Company believes this Statement will have no impact
on the financial statements of the Company.


In March 2005, the FASB issued FASB Interpretation No. 47, "Accounting for
Conditional Asset Retirement Obligations, an interpretation of FASB Statement
No. 143" (FIN 47).  Asset retirement obligations (AROs) are legal obligations
associated with the retirement of long-lived assets that result from the
acquisition, construction, development and/or normal operation of a long-lived
asset, except for certain obligations of lessees. FIN 47 clarifies that
liabilities associated with asset retirement obligations whose timing or
settlement method are conditional on future events should be recorded at fair
value as soon as fair value is reasonably estimable. FIN 47 also provides
guidance on the information required to reasonably estimate the fair value of
the liability. FIN 47 is intended to result in more consistent recognition of
liabilities relating to AROs among companies, more information about expected
future cash outflows associated with those obligations stemming from the
retirement of the asset(s) and more information about investments in long-lived
assets because additional asset retirement costs will be recognized by
increasing the carrying amounts of the assets identified to be retired. FIN 47
is effective for fiscal years ending after December 15, 2005. Management
believes this Statement will have no impact on the financial statements of the
Company.

In November 2005, the FASB issued FSP FAS 115-1 and FAS 124-1, "The Meaning of
Other-Than-Temporary Impairment and Its Application to Certain Investments"
(?FSP FAS 115-1?), which provides guidance on determining when investments in
certain debt and equity securities are considered impaired, whether that
impairment is other-than-temporary, and on measuring such impairment loss. FSP
FAS 115-1 also includes accounting considerations subsequent to the recognition
of an other-than temporary impairment and requires certain disclosures about
unrealized losses that have not been recognized as other-than-temporary
impairments. FSP FAS 115-1 is required to be applied to reporting periods
beginning after December 15, 2005. Management is currently evaluating the
impact, which the adoption of this standard will have on the Company's
financial statements.

                            27
<PAGE>

              Pacific Northwest Productions Inc.
                 Notes to Financial Statements
                     December 31, 2005


Note 3  -  Common Stock
-----------------------
The Company's authorized capitalization is 100,000,000 common shares with a
par value of $0.001 per share.

Since inception, the Company has not granted any stock
options or warrants and has not recorded any stock-based compensation.

A total of 1,000,000 shares of the Company's common stock were issued to the
founding officers and directors of the Company pursuant to stock subscription
agreements at $0.005 per share for total proceeds of $5,000.

A total of 500,000 shares of the Company's common stock were issued pursuant
to stock subscription agreements at $0.05 per share for total proceeds of
$25,000.

Note 4  -  Related Parties
--------------------------
During the year ended December 31, 2005 a director of the Company paid
expenses on behalf of the Company totaling $332 (2004 - $401).  As at December
31, 2005, included in accounts payable is $161 (2004 - $401) which is due to
a director and is non-interest bearing, unsecured and without specific terms
of repayment.


Note 5 - Income Taxes
---------------------

There were no temporary differences between the Company's tax and financial
bases that result in deferred tax assets or liabilities, except for the
Company's net operating loss carry-forwards amounting to approximately
$29,700 at December 31, 2005, (2004 - $10,100) which may be available to
reduce future year's taxable income. These carry-forwards will expire, if
not utilized, commencing in2024.  Management believes that the realization of
the benefits from this deferred tax assets appears uncertain due to the
Company's limited operating history and continuing losses. Accordingly a full,
deferred tax asset valuation allowance has been provided and no deferred tax
asset benefit has been recorded.


















                              28
<PAGE>


Item 8. Disagreements with Accountants on Accounting and
        Financial Disclosures
--------------------------------------------------------
There have been no disagreements with our accountants on accounting
or other financial disclosures; Dale Matheson Carr-Hilton Labonte
Chartered Accountants, have been our only accounting firm since
inception.

Item 8a. Controls and Procedures
-------------------------------------------
As of the end of the period covered by this Form 10-KSB, we have evaluated
the effectiveness of our disclosure controls and procedures (as defined in
Rule 3a-15(e) or Rule 15d-15(e) under the Securities Exchange Act of 1934),
under the supervision and with the participation of our principal executive
officer and principal accounting officer. Based on this evaluation, our
management, including our principal executive officer and principal
accounting  officer, concluded that our disclosure controls and procedures
are effective. There have been no changes in our internal control over
financial reporting that occurred during our most recent fiscal quarter
that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.


                             PART III
                             ========

Item 9.  Directors, Executive Officers, Promoters and Control Persons;
Compliance with Section 16(a) of the Exchange Act
----------------------------------------------------------------------
The following table sets forth the names, positions and ages of the
executive officers and directors. Directors are elected at the annual meeting
of stockholders and serve for one year or until their successors are elected
and qualify. Officers are elected by the Board of Directors and their terms
of office are, except to the extent governed by employment contract, at the
discretion of the Board of Directors.

<TABLE><CAPTION>
  Name                   Age        Office(s) Held
-----------------------------------------------------------------
<S>                      <C>             <C>
Deljit Bains  (1)        41         President, Chief Executive
                                    Officer, Treasurer and
                                    Director

Davinder Bains (1)       32         Secretary, Chief Financial
                                    Officer, Principal
                                    Accounting Officer and
                                    Director
----------------------------------------------------------------
</TABLE>

(1)	Deljit Bains is the sister in law of Davinder Bains.

The persons named above are expected to hold said offices/positions
until the next annual meeting of our stockholders. The officers and
directors are our only officers, directors, promoters and control
persons.

Background Information of Officers and Directors
------------------------------------------------
Following is a brief description of the background and business
experience of our officers and directors:

Deljit Bains has been our President, Chief Executive Officer,
Treasurer and a Director of our corporation since inception. Deljit
graduated from Cariboo College in Kamloops, British Columbia from the
Nursing program in 1985. In 1999, she obtained her Bachelor of
Technology Degree in Perioperative Nursing from the British
Columbia Institute of Technology. Deljit has worked in the
medical and nursing fields since graduation. From 1985 to 1990,
she was a general duty nurse and operating room nurse at Royal
Inland Hospital in Kamloops, British Columbia, Canada. From 1990
to 1992, she was an operating room nurse at Campbell River
Hospital in Campbell River, British Columbia, Canada. From 1992
to the present, she has been a registered operating room nurse at
Richmond Hospital in Richmond British Columbia, Canada. From 1997
to the present, she has also been a Perioperative Clinical
Educator at the British Columbia Institute of Technology. From
2001 to the present, she has also been a Surgical Coordinator for
surgical services and a Nurse Injector at Yaletown Laser &
Cosmetic Surgery Centre in Vancouver, British Columbia, Canada.

                              29
<PAGE>


Deljit is currently a member in the following associations:

-     Member of Registered Nurses Association of British
      Columbia
-     Member of British Columbia Operating Room Nurses Group
-     Member of Canadian Society of Ophthalmic Registered
      Nurses


Davinder Bains  has been the Secretary, Chief Financial Officer,
Principal Accounting Officer and a Director of our corporation since
inception.  He graduated from Douglas College (New Westminster,
British Columbia) with a Diploma in Administrative Management &
General Business in 1996. From October 1996 until November 1998,
Davinder worked for Corporatel West in British Columbia, Canada,
as a telephone reservations agent for Tourism British Columbia.
His responsibilities included handling reservations and telephone
queries for vacationers and travel wholesalers. In November 1998
Davinder moved to RBC (Royal Bank of Canada) Visa where he was a
Customer Service Agent handling telephone queries from RBC Visa
clients.  From April 2001 to the present, he is an Investigations
Agent for the Royal Bank of Canada (the chartered bank of RBC Visa).

Involvement in Legal Proceedings
--------------------------------
To the best of our knowledge, during the past five years, neither of our
directors or executive officers were involved in one of the following:
(1) any bankruptcy petition filed by or against any business of which
such person was a general partner or executive officer either at the time
of the bankruptcy or within two years prior to that time; (2) any conviction
in a criminal proceeding or being subject to a pending criminal proceeding
(excluding traffic violations and other minor offenses); (3) being subject
to any order, judgment or decree, not subsequently reversed, suspended or
vacated, of any court of any competent jurisdiction, permanently or
temporarily enjoining, barring, suspending orother wise limiting his
involvement in any type of business, securities or banking activities; and
(4) being found by a court of competent jurisdiction (in a civil action),
the SEC or the Commodities Futures Trading Commission to have violated a
federal or state securities or commodities law, and the judgment has not
been reversed, suspended or vacated.

Audit Committee Financial Expert
--------------------------------
Since we are still in the development stage, we have not yet appointed an
independent Audit Committee or financial expert.

Section 16(a) Beneficial Ownership Reporting Compliance
-------------------------------------------------------
Section 16(a) of the Securities Exchange Act of 1934 requires our directors
and executive officers, and persons who own more than ten percent of our
Common Stock, to file with the Securities and Exchange Commission initial
reports of ownership and reports of changes of ownership of our Common Stock.
Officers, directors and greater than ten percent stockholders are required
by SEC regulation to furnish us with copies of all Section 16(a) forms they
file. To the best of our knowledge, during the year ended December 31, 2004,
all Section 16(a) filing requirements applicable to our officers, directors
and greater than ten percent beneficial owners were complied with. In making
these disclosures, we have relied solely on a review of the copies of such
reports furnished to us and written representations by our directors,
executive officers and greater than ten percent stockholders.


                              30
<PAGE>

Code of Ethics
--------------
At this time, we have not adopted a formal Code of Ethics that applies to
the Chief Executive Officer and Chief Financial Officer.  We expect to
adopt a formal Code of Ethics sometime during the current year. We have,
however, followed an informal Code of Ethics requiring Board of Director
approval of any material transaction involving our Chief Executive Officer
and/or Chief Financial Officer. We believe this procedure reasonably deters
material wrongdoing and promotes honest and ethical conduct from our
executive officers.

Item 10.  Executive Compensation
          ----------------------
Our officers and directors do not presently receive any cash or non-cash
compensation for their services and there are currently no plans to
implement any such compensation. They are, however, reimbursed for any
out-of-pocket expenses incurred on our behalf.

<TABLE><CAPTION>
---------------------------------------------------------------------
                         SUMMARY COMPENSATION TABLE
---------------------------------------------------------------------
                          Annual Compensation         Long-Term Comp.
                                                     Awards    Payouts
Name and                      Wages/  Other  Annual
Position(s)            Year   Salary  Bonus  Comp.
----------------------------------------------------------------------

                    <c>     <c>     <c>    <c>      <c>      <c>
Deljit Bains           2005    $  0    None   None     None      None
President, CEO,
Treasuer and Director

Davinder Bains         2005    $  0    None   None     None      None
CFO, Principal
Accounting Officer
and Director
----------------------------------------------------------------------
</TABLE>

Employment Agreements
---------------------
The officers and directors are not currently party to any employment
agreements and we do not presently have any pension, health, annuity,
insurance, stock options, profit sharing or similar benefit plans; however,
we may adopt such plans in the future. There are presently no personal
benefits available to directors, officers or employees.


ITEM 11. Security Ownership of Certain Beneficial Owners and Management
	and Related Stockholder Matters
-----------------------------------------------------------------------
The following table sets forth certain information regarding Common Stock
beneficially owned on the date of this filing for (i) each shareholder known
by us to be the beneficial owner of five (5%) percent or more of our issued
and outstanding Common Stock, (ii) each executive officers and directors,
and (iii) all executive officers and directors as a group. As of the date of
the filing of this  annual report, there were 1,500,000 shares of our
common stock issued and outstanding.

                              31
<PAGE>

<TABLE><CAPTION>
----------------------------------------------------------------------
                                            Amount and
                                             Nature of         Percent
                    Name and Address        Beneficial           of
Title of Class      of Beneficial Owner     Ownership          Class
----------------------------------------------------------------------
<S>                  <C>                       <C>              <C>
Common Stock        Deljit Bains (1)        500,000           33 1/3%
                    12577  61st Avenue      Direct
                    Surrey, BC, Canada
                    V3X 3L6

Common Stock        Davinder Bains (1)      500,000           33 1/3%
                    6091 125A Street        Direct
                    Surrey, BC, Canada
                    V3X 3L6
---------------------------------------------------------------------
Officers and Directors
as a Group (2 persons)                     1,000,000            50%
---------------------------------------------------------------------
</TABLE>

The persons named above, who are the only officers, directors and principal
shareholders, may be deemed to be parents and promoters, within the meaning
of such terms under the Securities Act of 1933, by virtue of their direct
securities  holdings. In general, a person is considered a beneficial owner of
a security if that person has or shares the power to vote or direct the voting
of such security, or the power to dispose of such security. A person is also
considered to be a beneficial owner of any securities of which the person has
the right to acquire beneficial ownership within (60) days.

There are currently no options, warrants, rights or other securities conversion
privileges granted to our officers, directors or beneficial owners and no
plans to issue any such rights in the future.

Changes in Control
------------------
There are no arrangements known to us, the operation of which may at a
subsequent date result in a change of control of our company.

Item 12.  Certain Relationships and Related Transactions
--------------------------------------------------------
Our officers and directors have agreed to advance funds to us on an as-
needed basis until such time as we are able to generate revenues to sustain
our business operations. During the year ended December 31, 2005 a director
paid expenses on our behalf totaling $332, which is included in our
accounts payable, is non-interest bearing, unsecured and without specific
terms of repayment.

Our production office is located at 12577 61st Avenue, Surrey, British
Columbia, Canada, in the home of Deljit Bains, our president, and is used
on a rent-free basis. We do not have any formal written or verbal agreement
regarding such use.

We do not have any other related party transactions that we are aware of and
have not yet formulated a policy for the resolution of any related transaction
conflicts, should they arise.

Item 13.  Exhibits
------------------------------------------
(a) 1 & 2.  Financial Statements. See Item 7 in Part II; the financial
statements required to be filed herein are contained in that section in
their entirety.

                             32
<PAGE>



(a) 3.  The following exhibits, marked with an asterisk and required to be
filed hereunder, are incorporated herein by reference and can be found in
their entirety in our original Form SB-2 Registration Statement on the
SEC website at www.sec.gov:

<TABLE><CAPTION>

             <c>
Exhibit No.     Description
----------      -----------
* 3(i)          Articles of Incorporation
* 3(ii)         Bylaws
  23		Consent of Accountants
31.1	        Sec. 302 Certification of President/CEO
31.2            Sec. 302 Certification of Principal Accounting Officer/CFO
32.1	        Sec. 906 Certification of President/CEO
32.2            Sec. 906 Certification of Principal Accounting Officer/CFO
</TABLE>

(b)  There were no reports on Form 8-K filed during the last quarter of the
year ended December 31, 2005.


Item 14. Principal Accountant Fees and Services
-----------------------------------------------

Audit Fees
----------
The aggregate fees billed for professional services rendered by our
principal accountants for the audit of our annual financial statements
for the fiscal year ended December 31, 2005 was $5000 and
for the fiscal year ended December 31, 2004 were $4700. The reviews for
the financial statements included in our quarterly reports on Form 10-QSB
during the fiscal years ended December 31, 2005 and December 31, 2004 were
$2800 and $ NIL, respectively, per year.

Audit Related Fees
------------------
We incurred no fees for the fiscal years ended December 31, 2005 and
2004 for assurance and related services by our principal accountant that
were reasonably related to the performance of the audit or review of our
financial statements, and not reported under Audit Fees above.

Tax Fees
--------
The aggregate fees billed for professional services rendered by our
principal accountant for tax compliance, tax advice, preparation and
filing of tax returns and tax planning for the fiscal years ended
December 31, 2005 and 2004 were $ NIL.



                              33
<PAGE>



All Other Fees
--------------
We incurred no other fees during the fiscal years ended December 31,
2005 and 2004 for products and services rendered by our principal
accountant.


                               SIGNATURES
                               ----------

Pursuant to the requirements of Section 13(a) or 15(d) of the
Securities Exchange Act of 1934, the Registrant has duly caused this
report to be signed on its behalf by the undersigned, thereunto duly
authorized.

                           PACIFIC NORTHWEST PRODUCTIONS INC.

Dated: March 27, 2006   By: /s/ Deljit Bains
                           --------------------------------------
                           Deljit Bains, President, Treasurer,
                           Principal Executive Officer and
                           Director

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


                           PACIFIC NORTHWEST PRODUCTIONS INC.

Dated: March 27, 2006   By: /s/ Deljit Bains
                           --------------------------------------
                           Deljit Bains, President, Treasurer,
                           Principal Executive Officer and
                           Director

Dated: March 27, 2006   By: /s/ Davinder Bains
                           --------------------------------------
                           Davinder Bains, Secretary, Chief
                           Financial Officer, Principal
                           Accounting Officer  and Director











                              34
<PAGE>