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

                                   -----------

                                   FORM 10-QSB

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

                FOR THE QUARTERLY PERIOD ENDED DECEMBER 31, 2005

                / /TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

                  FOR THE TRANSITION PERIOD FROM _____ TO_____

                        Commission File Number: 000-28865

                              YARRAMAN WINERY, INC.
              (Exact name of small business issuer in its charter)

               Nevada                                  88-0373061
    (State or Other Jurisdiction of                 (I.R.S. Employer
     Incorporation or Organization)                Identification No.)

                                700 Yarraman Road
                                     Wybong
                               Upper Hunter Valley
                         New South Wales, Australia 2333
                    (Address of Principal Executive Offices)

                                (61) 2 6547-8118
                                ----------------
                           (Issuer's Telephone Number)

                      Former Fiscal Year Ended December 31
                      ------------------------------------
           (Former Name and Address and Former Fiscal Year, if Changed
                               Since Last Report)

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the Securities Exchange Act during the past 12 months (or
for such shorter  period that the registrant was required to file such reports),
and (2) has been subject to such filing  requirements  for the past 90 days. YES
/X/  NO / /

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). YES / /  NO /X/

There  were  25,000,000  shares of the  Issuer's  common  stock  outstanding  on
February 13, 2006.

Transitional Small Business Disclosure Format (check one): YES / /   NO /X/

<PAGE>

                                TABLE OF CONTENTS

                                                                            Page

PART I - FINANCIAL INFORMATION................................................2

      ITEM 1.     FINANCIAL STATEMENTS........................................2

      ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION..22

      ITEM 3.     CONTROLS AND PROCEDURES....................................28

PART II - OTHER INFORMATION..................................................29

      ITEM 1.     LEGAL PROCEEDINGS..........................................29

      ITEM 2.     UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF
                  PROCEEDS...................................................29

      ITEM 3.     DEFAULTS UPON SENIOR SECURITIES............................29

      ITEM 4.     SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS........29

      ITEM 5.     OTHER INFORMATION..........................................30

      ITEM 6.     EXHIBITS...................................................30


                                       i
<PAGE>

                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                      YARRAMAN WINERY, INC. AND SUBSIDIARY

             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

                                DECEMBER 31, 2005

                                Table of Contents
Financial Statements:

Condensed Consolidated Statements of Financial Position                       3

Condensed Consolidated Statements of Operations                               4

Condensed Consolidated Statements of Cash Flow                                5

Condensed Consolidated Statements of Changes in Stockholders' Equity          6

Notes to Condensed Consolidated Financial Statements                          7


<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
   (FORMERLY KNOWN AS DAZZLING INVESTMENTS, INC., A DEVELOPMENT STAGE COMPANY)

             CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

<TABLE>
<CAPTION>
                                     ASSETS

                                                         December 31, 2005
                                                            (Unaudited)       June 30, 2005
                                                         -----------------    -------------
<S>                                                      <C>                  <C>
Current Assets
      Cash and cash equivalents                                   $168,706          $43,723
      Accounts receivable, net                                     575,897          730,248
      Inventory                                                  4,444,644        2,327,328
      Note receivable                                            1,500,000                0
      Other receivables                                            198,208          137,627
      Other assets                                                 123,599          116,233
                                                         -----------------    -------------

              Total Current Assets                               7,011,054        3,355,159
                                                         -----------------    -------------

Fixed Assets, net                                                4,141,923          350,892
                                                         -----------------    -------------

              Total Fixed Assets                                 4,141,923          350,892
                                                         -----------------    -------------

Other Assets
      Intangible asset                                             182,525               --
                                                         -----------------    -------------

              Total Other Assets                                   182,525               --
                                                         -----------------    -------------

      Total Assets                                             $11,335,502       $3,706,051
                                                         =================    =============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
      Accounts payable and accrued expenses                       $952,046         $778,273
      Long term debt, current portion                               48,662                0
      Due to related party                                       2,745,621        2,048,650
                                                         -----------------    -------------

      Total Current Liabilities                                  3,746,329        2,826,923
                                                         -----------------    -------------

Long-term debt, net of current portion                           4,191,019               --
                                                         -----------------    -------------

      Total Liabilities                                          7,937,348        2,826,923
                                                         -----------------    -------------

Stockholder's Equity

      Common stock, $.001  par value,
        25,000,000 shares authorized and 25,000,000
        and 2,100,000 shares outstanding, respectively              25,000            2,100
      Additional paid in capital                                 4,565,424        1,723,651
      Other comprehensive income                                   156,276          134,288
      Retained earnings (deficit)                               (1,348,546)        (980,911)
                                                         -----------------    -------------

      Total Stockholder's Equity                                 3,398,154          879,128
                                                         -----------------    -------------

      Total Liabilities and Stockholder's Equity                11,335,502       $3,706,051
                                                         =================    =============
</TABLE>


                                       3
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
   (FORMERLY KNOWN AS DAZZLING INVESTMENTS, INC., A DEVELOPMENT STAGE COMPANY)

                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                    Three Months Ended               Six Months Ended
                                               ----------------------------    ----------------------------
                                               December 31,    December 31,    December 31,    December 31,
                                                   2005            2004            2005            2004
                                               ------------    ------------    ------------    ------------
<S>                                            <C>             <C>             <C>             <C>

Sales, net                                         $309,040        $320,675      $1,014,755        $716,964

Cost of sales                                       151,343         177,213         790,937         406,109
                                               ------------    ------------    ------------    ------------

      Gross profit                                  157,697         143,462         223,818         310,854

Selling, general and administrative expenses        315,487         349,083         602,062         602,969
                                               ------------    ------------    ------------    ------------

      Loss from operations                         (157,790)       (205,622)       (378,244)       (292,115)
                                               ------------    ------------    ------------    ------------

Other (Income) Expense
      Interest income                                  (538)           (802)         (1,022)         (2,800)
      Interest expense                                1,241           9,952           1,295          12,286
      (Gain)/loss on foreign currency                (8,348)              0         (10,882)              0
                                               ------------    ------------    ------------    ------------

      Total Other (Income) Expense                   (7,645)          9,150         (10,609)          9,486
                                               ------------    ------------    ------------    ------------

      Income/(loss) before income taxes            (150,145)       (214,771)       (367,635)       (301,601)

Provision for income taxes                                0               0               0               0
                                               ------------    ------------    ------------    ------------

      Net income (loss)                           $(150,145)      $(214,771)      $(367,635)      $(301,601)
                                               ============    ============    ============    ============


      Net loss per share (basic and diluted)
           Basic                                    ($0.008)        ($0.012)        ($0.020)        ($0.016)
           Diluted                                  ($0.008)        ($0.012)        ($0.020)        ($0.016)

      Weighted average number of shares
           Basic                                 19,038,458      18,496,500      18,767,479      18,496,500
           Diluted                               19,038,458      18,496,500      18,767,479      18,496,500
</TABLE>


                                       4
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
   (FORMERLY KNOWN AS DAZZLING INVESTMENTS, INC., A DEVELOPMENT STAGE COMPANY)

                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                   Six Months Ended
                                                             ----------------------------
                                                             December 31,    December 31,
                                                                 2005            2004
                                                             ------------    ------------
<S>                                                          <C>             <C>
CASH FLOWS FROM OPERATING ACTIVITIES
      Net loss                                                  $(367,635)       (301,601)

Adjustments to reconcile net loss to net cash
  used in operating activities:
      Depreciation                                                 32,950          48,555
      Translation adjustments                                     113,305          (5,209)
      Decrease (Increase) in account receivables                  154,351        (317,700)
      Decrease (Increase) in inventory                            (52,341)       (806,823)
      Decrease (Increase) in other receivables                    (60,581)        (56,688)
      Decrease (Increase) in other assets                          (7,366)        (36,670)
      (Decrease) Increase in accounts payable
        and accrued expenses                                      173,773         (75,208)
                                                             ------------    ------------

      Total Adjustments                                           354,091      (1,249,743)
                                                             ------------    ------------

      Net cash used in operations                                 (13,544)     (1,551,344)
                                                             ------------    ------------

CASH FLOWS FROM INVESTING ACTIVITIES
      Purchase of fixed assets                                   (118,094)       (151,004)
                                                             ------------    ------------

      Net cash used in investing activities                      (118,094)       (151,004)
                                                             ------------    ------------

CASH FLOWS FROM FINANCING ACTIVITIES

      Collection on note receivable                               500,000               0
      Payment on notes payable                                          0        (147,353)
      Proceeds from (payment of) loan from related parties       (243,379)      1,613,655
                                                             ------------    ------------

      Net cash provided by financing activities                   256,621       1,466,302
                                                             ------------    ------------

      Net change in cash and cash equivalents                     124,983        (236,046)
                                                             ------------    ------------

      Cash and cash equivalents at beginning of year               43,723         164,121
                                                             ------------    ------------

      Cash and cash equivalents at end of period                 $168,706        ($71,925)
                                                             ============    ============

      Supplemental cash flows disclosures:


        Interest payments                                          $1,295         $12,286
                                                             ------------    ------------


        Non cash transactions:
            Purchase of assets from former parent
              Assets purchased                                 $5,569,193              $0
              Liabilities assumed                              (4,239,681)              0
              Payable to former parent                           (416,887)              0
              Contribution to capital                            (912,625)              0
                                                             ------------    ------------
                                                                      ($0)             $0
                                                             ============    ============
</TABLE>


                                       5
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
  (FORMERLY KNOWN AS DAZZLING INVESTMENTS, INC., A DEVELOPMENT STAGE COMPANY)

      CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                 Common Stock        Additional         Other
                                             ---------------------     Paid-In      Comprehensive     Retained
                                               Shares      Amount      Capital          Income        Earnings         Total
                                             ----------   --------   -----------    --------------   -----------    -----------
<S>                                          <C>          <C>        <C>            <C>              <C>            <C>

Balance at June 30, 2004                      2,100,000     $2,100    $1,723,651           $19,913     $(603,613)    $1,142,051
Other comprehensive income                                                                 114,375                      114,375
Stock transactions in reverse acquisition    16,396,500     16,397       (16,397)                                             0
Net income year ended June 30, 2005                                                                     (377,298)      (377,298)
                                             ----------   --------   -----------    --------------   -----------    -----------

Balance at June 30, 2005                     18,496,500    $18,497    $1,707,255          $134,288     $(980,911)      $879,128

Recapitalization as result of merger                                     (47,952)                                       (47,952)
Additional capital from former stockholder                               912,625                                        912,625
Stock issued for finders fee                  1,250,000      1,250        (1,250)                                             0
Sale of stock                                 5,253,500      5,254     1,994,747                                      2,000,000
Other comprehensive income                                                                  21,988                       21,988
Net income(loss) for the six months
  ended December 31, 2005                                                                               (367,635)      (367,635)
                                             ----------   --------   -----------    --------------   -----------    -----------

Balance at December 31, 2005                 25,000,000    $25,000    $4,565,424          $156,276   ($1,348,546)    $3,398,154
                                             ==========   ========   ===========    ==============   ===========    ===========
</TABLE>


                                       6
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 1 - NATURE OF OPERATIONS

Yarraman Winery,  Inc.,  formerly  Dazzling  Investments,  Inc.  ("Company") was
incorporated on December 6, 1996 under the laws of the State of Nevada.

On December 22, 2005, the Company  entered into a Share Exchange  Agreement (the
"Exchange  Agreement")  with  Yarraman  Estate Pty  Limited,  a privately  owned
Australian company ("Yarraman  Australia"),  and the beneficial owners of all of
Yarraman  Australia's shares, (the "Shareholders") and Delta Dawn Pty Limited as
trustee of the Yarraman  Road Trust (the  "Trust"),  the nominal  holder of such
shares,  pursuant  to  which  the  Registrant  acquired  all of the  issued  and
outstanding  shares of stock of Yarraman  Australia in exchange for the issuance
in the  aggregate  of  15,000,000  shares of common  stock of the  Company  (the
"Shares")  to  the  Trustee  (the  "Share  Exchange")  for  the  benefit  of the
Shareholders.

As a result of the Share  Exchange,  Yarraman  Australia  became a  wholly-owned
subsidiary of the Company.

Yarraman  Estate is an  Australian  winery with a  distinguished  history and an
international reputation for outstanding quality wines.

Originally  established by Penfolds in the late 1950's as their Dalwood  Estate,
Yarraman  Estate boasts close to 80 hectares (200 acres) of vines,  many over 40
years old and  therefore  capable of producing the highest  intensity  fruit and
thus the highest quality wines.

The Company produces and sells premium, super premium and ultra premium varietal
wines.  The  Company's  wines are made from grapes  grown at its  vineyard  (the
"Vineyard")  and from grapes  purchased  from other  Australian  vineyards.  The
grapes are crushed,  fermented and made into wine at the  Company's  winery (the
"Winery") and the wines are sold principally under the Company's Yarraman Estate
Vineyard, Black Cypress, Banjo and Down Under labels. The Company's Vineyard and
Winery  are  located  on  200  acres  of  land  in  the  Upper  Hunter   Valley,
approximately 200 miles north of Sydney, Australia.

Yarraman operates in an industry characterized by significant  competition.  The
Company will need  additional  investments  and funding in order to complete the
development and improvements necessary for growth and planned operations.

On  February  3, 2006,  the  Company  voted to change  its fiscal  year end from
December 31 to June 30.


                                       7
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The  accompanying  financial  statements have been prepared by Yarraman  Winery,
Inc.  pursuant  to the rules and  regulations  of the  Securities  and  Exchange
Commission  (the  "SEC")  for Form  10-QSB  and Item 310 of  Regulation  S-B and
generally accepted accounting principles for interim financial reporting.  These
financial  statements are unaudited  and, in the opinion of management,  include
all  adjustments  (consisting  of normal  recurring  adjustments  and  accruals)
necessary  for a fair  presentation  of the  statement  of  financial  position,
operations, and cash flows for the periods presented.  Operating results for the
six months ended  December 31, 2005 and 2004 are not  necessarily  indicative of
the results that may be expected for the fiscal year ended June 30, 2006, or any
future  period,  due to seasonal  and other  factors.  Certain  information  and
footnote  disclosures  normally  included in  financial  statements  prepared in
accordance  with  generally  accepted  accounting  policies have been omitted in
accordance with the rules and regulations of the SEC. These financial statements
should  be read  in  conjunction  with  the  audited  financial  statements  and
accompanying  notes,  included in the  Company's 8K filing  regarding the merger
transaction on December 22, 2005.

Basis of Consolidation

The consolidated  financial statements for 2005 and 2004 include the accounts of
Yarraman  Winery,  Inc.  and its wholly  owned  subsidiary  Yarraman  Estate Pty
Limited, Inc. All material intercompany accounts,  transactions and profits have
been eliminated in consolidation.

Revenue Recognition

The Company  recognizes  revenue when the product is shipped and title passes to
the customer.  The Company's  standard terms are 'FOB' shipping  point,  with no
customer  acceptance  provisions.  No products are sold on  consignment.  Credit
sales are recorded as trade  accounts  receivable and no collateral is required.
Revenue from items sold through the Company's  retail  location is recognized at
the time of sale. The Company has established an allowance for doubtful accounts
based  upon  factors  pertaining  to the  credit  risk  of  specific  customers,
historical trends, and other  information.  Delinquent  accounts are written-off
when  it  is  determined  that  the  amounts  are  uncollectible.  Revenues  are
recognized  net of the  amount of goods and  services  tax (GST)  payable to the
Australian taxing authority.  The company also receives processing revenue which
represents  fees  charged  to  contract   process  fruit  for  other  winemaking
companies. It is recognized when the service is provided to the customer.


                                       8
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Cash and Cash Equivalents

Cash  equivalents  are  stated  at cost.  Cash  equivalents  are  highly  liquid
investments  readily  convertible  into cash with an original  maturity of three
months or less and consist of time deposits with commercial banks.

Allowance for Doubtful Accounts

The Company  establishes  an allowance for doubtful  accounts on a  case-by-case
basis when it believes the required payment of specific amounts owed is unlikely
to  occur  after  a  review  of  historical  collection  experience,  subsequent
collections, and management's evaluation of existing economic conditions.

Segment Reporting

The Company has a single operating  segment  consisting of the retail,  domestic
and international,  sales  departments.  These departments have similar economic
characteristics,  offer  the  same  products  to  customers,  utilize  the  same
production  facilities  and  processes  and  have  similar  customer  types  and
distribution  methods.

Fair Value of Financial  Instruments

The following  methods and  assumptions  were used to estimate the fair value of
each class of financial  instrument for which it is practicable to estimate that
value:

Accounts  receivable,  prepaid  expenses  and  other  current  assets,  accounts
payable, accrued expenses and other current liabilities: The carrying amounts of
these items are a reasonable estimate of their fair values.

Inventories

The  annual  crop and  production  costs  relating  thereto  are  recognized  as
work-in-process inventories.  Such costs are accumulated with related direct and
indirect  harvest,  wine processing and production costs, and are transferred to
finished goods  inventories  when the wine is produced,  bottled,  and ready for
sale.  The cost of finished  goods is  recognized as cost of sales when the wine
product  is sold.  Inventories  are stated at the lower of  first-in,  first-out
("FIFO") cost or market by variety.  In accordance with general practices in the
wine industry,  wine inventories are generally included in current assets in the
accompanying  balance sheet,  although a portion of such inventories may be aged
for more than one year.


                                       9
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Property, Plant and Equipment

Property  and  equipment  are  stated  at cost  less  accumulated  depreciation.
Expenditures  for major  additions and  improvements  are  capitalized and minor
replacements;  maintenance  and repairs are  expensed as  incurred.  Whenever an
asset is  retired  or  disposed  of, its cost and  accumulated  depreciation  or
amortization are removed from the respective  accounts and the resulting gain or
loss is credited or charged to income.

Depreciation is computed using the straight-line and  declining-balance  methods
over the following estimated useful lives:

      Land improvements         15 years
      Winery building           30 years
      Equipment                5-7 years

Expenditures  for repairs and  maintenance  are charged to operating  expense as
incurred.  Expenditures  for additions and  betterments  are  capitalized.  When
assets  are sold or  otherwise  disposed  of, the cost and  related  accumulated
depreciation  are removed from the accounts,  and any resulting  gain or loss is
included in  operations.  The Company  reviews the carrying value of investments
for impairment whenever events or changes in circumstances indicate the carrying
amounts may not be recoverable.

Intangible Assets

Effective  July 2002,  the Company  adopted  Statement of  Financial  Accounting
Standards ("SFAS") No. 142, "Goodwill and Other Intangible Assets." The adoption
of SFAS No. 142 required an initial impairment assessment involving a comparison
of the fair value of trademarks,  patents and other intangible assets to current
carrying  value. No impairment loss was recognized for the period ended December
31, 2005.

Trademarks and other  intangible  assets  determined to have  indefinite  useful
lives are not amortized.  The Company tests such trademarks and other intangible
assets with indefinite useful lives for impairment annually,  or more frequently
if events or circumstances indicate that an asset might be impaired.  Trademarks
and other intangible assets determined to have definite lives are amortized over
their  useful lives or the life of the  trademark  and other  intangible  asset,
whichever is less.


                                       10
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Contingencies

Certain conditions may exist as of the date the financial  statements are issued
which may result in a loss to the Company  but which will only be resolved  when
one or more future events occur or fail to occur.  The Company's  management and
legal counsel assess such contingent liabilities, and such assessment inherently
involves an exercise of judgment.  In assessing  loss  contingencies  related to
legal proceedings that are pending against the Company or unasserted claims that
may result in such  proceedings,  the  Company's  legal  counsel  evaluates  the
perceived merits of any legal  proceedings or unasserted  claims, as well as the
perceived merits of the amount of relief sought or expected to be sought.

If the assessment of a contingency indicates that it is probable that a material
loss has been incurred and the amount of the  liability  can be estimated,  then
the estimated liability would be accrued in the Company's financial  statements.
If the assessment  indicates that a potential  material loss  contingency is not
probable but is  reasonably  possible,  or is probable but cannot be  estimated,
then the nature of the  contingent  liability,  together with an estimate of the
range of possible loss, if determinable and material, would be disclosed.

Loss  contingencies  considered  to be remote by  management  are  generally not
disclosed unless they involve  guarantees,  in which case the guarantee would be
disclosed. As of December 31, 2005, there are no matters that warrant disclosure
in the financial statements.

Advertising

Advertising costs are expensed in the period incurred.

Estimates

The preparation of financial  statements in conformity  with generally  accepted
accounting   principles  requires  management  to  make  certain  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.  Significant
estimates include collectibility of accounts receivable, accounts payable, sales
returns, and recoverability of long-term assets.


                                       11
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Concentration of Credit Risk

Financial  instruments,  which  subject  the  Company  to credit  risk,  consist
primarily of cash  equivalents  and trade accounts  receivable  arising from its
normal business  activities.  The Company places its cash in what it believes to
be  credit-worthy  financial  institutions.  Concentration  of credit  risk with
respect to trade accounts  receivable are from customers located  throughout the
world. The Company actively evaluates the creditworthiness of the customers with
which  it  conducts  business  through  credit  approvals,   credit  limits  and
monitoring procedures.

Earnings Per Share

Earnings per share are based on the weighted  average number of shares of common
stock and common stock equivalents  outstanding during each period. Earnings per
share are computed  using the  treasury  stock  method.  The options to purchase
common shares are considered to be outstanding  for all periods  presented,  but
are not calculated as part of the earnings per share.

Income Taxes

Income  taxes  have  been  provided  based  upon the tax  laws and  rates in the
countries in which operations are conducted and income is earned. The income tax
rates  imposed  by the taxing  authorities  vary.  Taxable  income may vary from
pre-tax  income  for  financial  accounting  purposes.   There  is  no  expected
relationship  between the  provision  for income taxes and income  before income
taxes,  because the countries have different taxation rules, which vary not only
to nominal  rates but also in terms of available  deductions,  credits and other
benefits. Deferred tax assets and liabilities are recognized for the anticipated
future tax effects of  temporary  differences  between the  financial  statement
basis  and the tax  basis of the  Company's  assets  and  liabilities  using the
applicable  tax  rates in  effect  at year  end as  prescribed  by SFAS No.  109
"Accounting for Income Taxes".

Exchange Gain (Loss)

As of December 31, 2005, the  transactions  of Yarraman  Estate Pty Limited were
denominated in a foreign currency and are recorded in Australian  Dollar ("AUD")
at the rates of exchange in effect when the transactions  occur.  Exchange gains
and losses are recognized for the different  foreign exchange rates applied when
the foreign currency assets and liabilities are settled.


                                       12
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

Translation Adjustment

As of December  31,  2005,  the  accounts of  Yarraman  Estate Pty Limited  were
maintained,  and  their  financial  statements  were  expressed,  in  AUD.  Such
financial  statements were translated into U.S. Dollars (USD) in accordance with
SFAS No. 52,  "Foreign  Currency  Translation",  with the NTD as the  functional
currency.  According to SFAS No. 52, all assets and liabilities  were translated
at the  current  exchange  rate,  stockholder's  equity  are  translated  at the
historical  rates and income  statement  items are  translated  at the  weighted
average exchange rate for the period. The resulting translation  adjustments are
reported  under  other  comprehensive  income in  accordance  with SFAS No. 130,
"Reporting Comprehensive Income" as a component of shareholders' equity.

As of  December  31,  2005  the  exchange  rate  between  AUD  and  the  USD was
NTD$1=USD$0.73010. The weighted-average rate of exchange between NTD and USD was
NTD$1=USD$0.75228.  Total translation  adjustment  recognized as of December 31,
2005 is $156,276.

New Accounting Pronouncements

In January 2003, The Financial  Accounting  Standards Board ("FASB") issued FASB
Interpretation No. 46,  "Consolidation of Variable Interest Entities" ("FIN46").
This  interpretation of Accounting  Research Bulletin No. 51, requires companies
to consolidate the operations of all variable  interest  entities  ("VIE's") for
which  they are the  primary  beneficiary.  The term  "primary  beneficiary"  is
defined as the entity that will absorb a majority of expected losses,  receive a
majority of the expected  residual  returns,  or both. This  interpretation  was
later revised by the issuance of Interpretation No. 46R ("FIN46R"). The revision
was issued to address  certain  implementation  issues that had arisen since the
issuance  of the  original  interpretation  and to  provide  companies  with the
ability to defer the  adoption  of FIN46 to period  after  March 15,  2004.  The
implementation  of FIN46 and  FIN46R,  had no material  impact on the  Company's
financial statements.

On July 16, 2004 the FASB  ratified  the  Emerging  Issues  Task Force  ("EITF")
consensus of Issue 02-14,  "Whether the Equity Method of Accounting Applies when
an Investor  Does Not Have an  Investment  in Voting  Stock of an  Investee  but
Exercises  Significant  Influence  through  Other  Means"  ("EITF  02-14").  The
consensus  concluded  that  an  investor  should  apply  the  equity  method  of
accounting when it can exercise  significant  influence over an entity through a
means other than holding  voting  rights.  EITF 02-14 is effective for reporting
periods  beginning after September 2004. The adoption of EITF 02-14 did not have
a material impact on the Company's financial statements.


                                       13
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

New Accounting Pronouncements (continued)

On December 16, 2004, the FASB issued SFAS No. 123 (revised 2004),  "Share-Based
Payment" ("SFAS 123R"), which replaces SFAS No. 123, "Accounting for Stock-Based
Compensation"  ("SFAS 123") and supercedes APB Opinion No. 25,  "Accounting  for
Stock  Issued to  Employees."  SFAS 123R  requires all  share-based  payments to
employees,  including grants of employee stock options,  to be recognized in the
financial  statements  based on their  fair  values,  beginning  with the  first
interim or annual  period after  September 15, 2005.  The pro forma  disclosures
previously  permitted  under  SFAS  123 no  longer  will  be an  alternative  to
financial statement  recognition.  The Company is required to adopt SFAS 123R in
its three months ending  September 30, 2005.  Under SFAS 123R,  The Company must
determine the  appropriate  fair value model to be used for valuing  share-based
payments,  the  amortization  method for  compensation  cost and the  transition
method  to  be  used  at  date  of  adoption.  The  transition  methods  include
prospective and retroactive  adoption  options.  Under the retroactive  options,
prior periods may be restated either as of the beginning of the year of adoption
or for all periods presented.  The prospective method requires that compensation
expense be recorded for all unvested stock options and  restricted  stock at the
beginning of the first quarter of adoption of SFAS 123R,  while the  retroactive
methods  would record  compensation  expense for all unvested  stock options and
restricted  stock  beginning  with the first  period  restated.  The  Company is
evaluating  the  requirements  of SFAS 123,  and it expects that the adoption of
SFAS 123R will have no material impact on the Company's financial statements.

In  September  2004,  the EITF  Issue No.  04-08,  "The  Effect of  Contingently
Convertible  Debt on Diluted  Earnings  per  Share."  ("EITF  04-08") was issued
stating  that  contingently  convertible  debt  should be  included  in  diluted
earnings per share  computations  regardless of whether the market price trigger
has been met.  EITF  04-08 is  effective  for  reporting  periods  ending  after
December  15,  2004.  EITF 04-08 will have no material  impact on the  Company's
financial statements.


In May  2005,  the FASB  issued  SFAS No.  154,  "Accounting  Changes  and Error
Corrections" ("SFAS 154") which replaces APB Opinion No. 20 "Accounting Changes"
and SFAS No. 3, "Reporting  Accounting Changes in Interim Financial Statements -
An  Amendment  of APB  Opinion  No.  28."  SFAS  154  provides  guidance  on the
accounting  for and reporting of accounting  changes and error  corrections.  It
establishes  retrospective  application,  or the latest practicable date, as the
required method for reporting a change in accounting principle and the reporting
of a correction of an error.  SFAS 154 is effective for  accounting  changes and
corrections  of errors made in fiscal years  beginning  after December 15, 2005,
and is required to be adopted by the Company in the first quarter of fiscal year
2006.  The Company is currently  evaluating the effect that the adoption of SFAS
154 will have on its consolidated  results of operations and financial condition
but does not expect it to have a material impact.


                                       14
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 3 -CASH

The Company  maintains  its cash  balances at various  banks in  Australia.  The
Company deposits funds only in institutions  that they believe to be financially
sound.

NOTE 4 - FIXED ASSETS

      Fixed assets consist of the following:

                           December 31, 2005    June 30, 2005
                           -----------------    -------------
Leasehold improvements               $31,566          $32,945
Land                                 728,335                0
Vines                                 44,429           44,528
Plant and equipment                3,444,142          336,450
Computer equipment                    49,073           37,279
Furniture and fixtures                18,888           19,340
                           -----------------    -------------

                                   4,316,433          470,542

Accumulated depreciation            (174,510)        (119,650)
                           -----------------    -------------

                                  $4,141,923         $350,892
                           =================    =============

NOTE 5 - INVENTORY

      Inventory consists of the following:



                                              December 31, 2005   June 30, 2005
                                              -----------------   -------------
Winemaking and packaging materials                      $54,605         $74,716

Work in progress (costs related to
unprocessed and/or unbottled wine products)           4,057,371       1,864,134

Finished goos (bottled wine)                            332,668         388,478
                                              -----------------   -------------

Total                                                $4,444,644      $2,327,328
                                              =================   =============


NOTE 6 - ANNUAL LEAVE

The provision for employee  benefits to annual leave represents the value of the
estimated  future cash outflows to be made  resulting from  employees'  services
provided to the reporting dates based on their current wage rate. As of December
31, 2005 annual leave liability existed in the amount of $36,124.


                                       15
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 7 - RELATED PARTY TRANSACTIONS

The Company entered into various related party  transactions  with Yarraman Road
Trust (its  "Parent"),  various  unit  holders of Yarraman  Road Trust,  related
entities of unit  holders of Yarraman  Road Trust and  officers of the  Company.
These  transactions are disclosed in full here and in general are considered not
to be based on arms length transactions.

The Company  leased  approximately  200 acres of vineyards and related plant and
equipment from its parent,  the Yarraman Road Trust. Terms of the agreement call
for  annual  payment of  $285,000  AUD plus GST of  $28,500  AUD,  approximately
$239,000  USD.  The lease began on July 1, 2003 and  terminated  on December 22,
2005 when the Company purchased the vineyard and related plant and equipment.

The Company pays its former Parent  approximately  $34,000 per month for the use
of additional vineyard land also located in Australia.  The Company is currently
working on a formal agreement regarding this land.

The Company has received non interest  bearing  loans from its former  Parent to
fund operations and purchase  assets.  The loan balances as of December 31, 2005
were $2,745,621.  The amounts have been recorded as current  liabilities and are
due upon demand.

Unit Holders and Directors of the Company and of its former Parent were provided
wine during the six months ended December 31, 2005 valued at $21,204.

The Company had wine sales to entities  related to various  Unit  Holders of its
former Parent totaling $2,197 during the six months ended December 31, 2005.

The Company paid consulting fees to one of the Unit Holders of its former Parent
in the amount of $41,375  during the six months ended  December  31,  2005.  The
Company also had a liability to this individual related to the consulting fee of
$15,422 as of December 31, 2005.

During the six months  ended  December  31,  2005 the  Company  included  in its
revenue  fees for wine  making and  storage of wine of  $446,878 to a company in
which they have a joint venture agreement. See Note 8.


                                       16
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 7 - RELATED PARTY TRANSACTIONS (Continued)

On December 16, 2005 the Company purchased from its former parent,  the Yarraman
Road Trust (YRT),  certain assets  including  land,  buildings and equipment and
water license  rights by assuming  certain debt (Note 10),  capital leases (Note
10),  contributions  to  capital  by YRT and a  liability  to YRT.  No cash  was
exchanged. See the summary below:


Assets purchased            $5,569,193
Liabilities assumed         (4,239,681)
Payable to former parent      (416,887)
Contribution to capital       (912,625)
                           -----------
Net                                 $0
                           ===========


The Company's  assets are also pledged as  collateral  for  indebtedness  of its
prior Parent,  the Yarraman Road Trust.  As of December 31, 2005 the outstanding
balance on this debt was $4,142,054. See Note 8.

NOTE 8 - COMMITMENTS AND CONTINGENCIES

Operating Leases

The  Company  leased  approximately  200  acres of  vineyard  land and plant and
equipment  from its parent,  the Yarraman Road Trust,  for $285,000 AUD per year
plus GST of $28,500  AUD per year,  approximately  $239,000  USD.  The lease was
entered  into on July 1, 2003 and is for a term of two years,  but may  continue
past that date at the same rate until  canceled by either party.  This lease was
terminated on December 22, 2005 when the Company  purchased  all property  under
this lease. Please see Note 7 - Related Party Transactions.

Grape Processing Arrangements

In January 2004 the Company entered into a Grape Processing Arrangement with two
other Australian corporations for the 2004 harvest. The terms of the arrangement
call for the Company to process the grape harvest provided by the other entities
into bulk wine and provide safe storage.  The agreement stipulates that for this
service the Company will receive fifty percent (50%) of the proceeds of the sale
of the bulk wine or finished wine. The Company also has the right to purchase up
to fifty percent (50%) of the bulk wine for consideration of its services.

The Company exercised its right and purchased fifty percent (50%) of the related
bulk wine prior to September 30, 2004.


                                       17
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 8 - COMMITMENTS AND CONTINGENCIES (Continued)

Corporate Sponsorship

The Company entered into a five year Sponsorship Agreement beginning on April 1,
2004 with Luna Park Sydney. The terms of the sponsorship  require the Company to
pay $37,676 for year one,  $41,444 for years two through  four,  and $48,979 for
year five. In connection with the  sponsorship,  the Company receives the naming
rights for one of the  attractions  and has the exclusive right to wine sales at
the Luna Park Sydney facility.

In September  2005 the Company  renegotiated  its agreement  with Luna Park. The
terms now call for a payment of $46,341 for year two.  For the  remaining  years
three through five the fee will be calculated  based on a formula related to the
number of patrons attending the Luna Park Sydney facility.

Joint Venture Agreement

The Company is currently in  negotiations  with a firm in the United  Kingdom to
form a joint venture for the bottling,  sale and distribution of its wines under
private  label in the  United  Kingdom.  As of the date of this  report no final
agreement has been signed.

Guarantor

The assets of the Company have been pledged as collateral for indebtedness  owed
by its Parent, the Yarraman Road Trust, to a financial institution in Australia,
the repayment of which the Company has guaranteed.  The  outstanding  balance on
this debt was $4,142,054 as of December 31, 2005.

NOTE 9 - COMMON STOCK

On August 15, 2005,  the  Company's  Board of  Directors'  declared a 4.55 for 1
common stock dividend to the  shareholders  of record as of August 26, 2005. The
number of common stock shares  outstanding  increased from  2,100,000  shares to
11,655,000 shares.

On December 12, 2005,  the Board of  directors  submitted  to, and a majority of
shareholders eligible to vote, approved a proposal that pursuant to the terms of
a Share Exchange  Agreement (the  "Agreement"),  the Company acquired all of the
outstanding  capital  stock of Yarraman  Australia  in exchange  for  15,000,000
shares of the Company's  common stock to the Trustee (the  "Transaction").  This
issuance  of  the  Company's   common  stock  is  intended  to  be  exempt  from
registration under the Securities Act of 1933, as amended ("Securities Act").

In connection with the Transaction,  certain  shareholders of the Company agreed
to cancel an aggregate of 8,158,500 shares of the Company common stock resulting
in 3,496,500 shares of common stock outstanding.

In connection with the Share Exchange,  the Company issued  1,250,000  shares of
common  stock (the  "Millhouse  Shares")  in exchange  to  MillhouseIAG  Limited
("Millhouse") as a finder's fee.


                                       18
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 9 - COMMON STOCK (Continued)

On December 22, 2005, the Company  entered into a stock purchase  agreement (the
"Purchase  Agreement") with certain  investors (the "Investors") for the sale of
an  aggregate  of  5,253,500  shares of common  stock  (the  "Share  Sale")  for
aggregate  gross  proceeds  in the form of  promissory  notes with an  aggregate
principal amount equal to $2,000,000 (the "Notes"). The Notes have a maturity of
300 days and principal is payable in approximately quarterly installments,  with
interest  accruing on the  original  principal  amount at the rate of prime plus
2.5%, payable at maturity.  Pursuant to the Purchase Agreement,  the Company has
granted the Investors rights of first refusal on financing the Company may do in
the future.

All prior year  information has been adjusted to reflect the stock  cancellation
and the stock dividend as of June 30, 2005.

NOTE 10 - LONG TERM DEBT

Loan

On December 21, 2005 the Company  entered into a loan agreement with a financial
institution  located  in  Australia.  The  amount  of  the  loan  is  $5,506,000
Australian Dollars,  approximately $4,020,000 with monthly interest payments due
on the 15th of each month at the rate of 10% per annum,  rising to 16% per annum
if the Company is late in its payments. The principal balance is due and payable
on December  26, 2006.  The loan is secured by certain  assets of the Company as
well as a guarantee by Delta Dawn and by a unit holder of Delta Dawn.

Leases

The  Company  is  party to  long-term,  capital  lease  agreements  for  various
equipments.  The future  aggregate  minimum annual lease  payments  arising from
these lease agreements as if the years ending June 30 are as follows:

      2006    $66,651
      2007    126,940
      2008     94,043
      2009     13,353
             --------
             $300,987
             ========


                                       19
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 11 - STOCK EXCHANGE AGREEMENT

On December  22, 2005 the Company  completed  a Stock  Exchange  Agreement  with
Yarraman Estate Pty., Ltd. (an Australian Company).  As a result of the exchange
agreement,  the  reorganization  was treated as an acquisition by the accounting
acquiree  that is being  accounted  for as a  recapitalization  and as a reverse
merger  by  the  legal  acquirer  for  accounting  purposes.   Pursuant  to  the
recapitalization,  all capital  stock shares and amounts and per share data have
been retroactively restated.  Accordingly,  the financial statements include the
following:

(1) The balance sheet consists of the net assets of the  accounting  acquirer at
historical cost and the net assets of the legal acquirer at historical cost.

(2) The  statements  of  operations  include the  operations  of the  accounting
acquirer for the period  presented and the operations of the legal acquirer from
the date of the merger.

NOTE 12 - OTHER COMPREHENSIVE INCOME

Balances  of  related   after-tax   components   comprising   accumulated  other
comprehensive  income (loss),  included in stockholder's  equity at December 31,
2005 are as follows:

                                  Foreign Currency       Accumulated Other
                               Translation Adjustment   Comprehensive Income
                               ----------------------   --------------------
Balance at June 30, 2005                     $134,288               $134,288
Change for 2005                                21,988                 21,988
                               ----------------------   --------------------
Balance at December 31, 2005                 $156,276               $156,276
                               ======================   ====================


NOTE 13 - GOING CONCERN

The Company has suffered recurring losses from operations, cash deficiencies and
the inability to meets it's maturing  obligations without borrowing from related
parties and sale of its stock. These issues may raise substantial  concern about
its ability to continue as a going concern.

Management  has prepared the  following  statement in order to address these and
other concerns:

The Company has completed its merger with as stated in Note 11.  Related to this
merger  the  company  has  been  able to sell  5,253,500  shares  of  stock  for
$2,000,000.  This  infusion of capital we believe will be  sufficient  enough to
increase  the  working  capital of the entity  while we  improve  our  operating
results.


                                       20
<PAGE>

                      YARRAMAN WINERY, INC. AND SUBSIDIARY
             CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)
                                DECEMBER 31, 2005

NOTE 14 - SUBSEQUENT EVENTS

On February 3, 2006,  the Board of Directors of the Company and the holders of a
majority of the Company's  outstanding common stock voted to increase the number
of authorized shares of its capital stock. Pursuant to this authorization, on or
about March 17,  2006 (20 days after the  mailing of the notice to  shareholders
regarding  such  amendment)  the Company shall increase the number of authorized
shares of its capital  stock to  100,000,000  shares,  of which  ninety  million
(90,000,000)  shares are Common  Stock,  par value of  $0.001,  and ten  million
(10,000,000)  shares are  Preferred  Stock,  par value of  $0.001,  which may be
issued in one or more series or classes as designated by the Board of Directors,
from time to time, without the approval of stockholders.


                                       21
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

THE FOLLOWING  DISCUSSION  SHOULD BE READ IN  CONJUNCTION  WITH THE  INFORMATION
CONTAINED  IN THE  FINANCIAL  STATEMENTS  OF THE COMPANY  AND THE NOTES  THERETO
APPEARING  ELSEWHERE HEREIN AND IN CONJUNCTION WITH THE MANAGEMENT'S  DISCUSSION
AND ANALYSIS  SET FORTH IN THE  COMPANY'S  ANNUAL  REPORT ON FORM 10-KSB FOR THE
YEAR ENDED  DECEMBER 31, 2004 AND THE CURRENT  REPORT ON FORM 8-K FOR THE EVENTS
OCCURRING ON DECEMBER 22, 2005.

PRELIMINARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

The statements  contained in this Form 10-QSB that are not purely historical are
forward-looking  statements  within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934,
as amended. These include statements about the Company's expectations,  beliefs,
intentions or strategies for the future, which are indicated by words or phrases
such  as  "anticipate,"   "expect,"   "intend,"  "plan,"  "will,"  "the  Company
believes,"   "management   believes"   and  similar   words  or   phrases.   The
forward-looking  statements are based on the Company's current  expectations and
are subject to certain  risks,  uncertainties  and  assumptions.  The  Company's
actual  results  could  differ  materially  from  results  anticipated  in these
forward-looking  statements.  All  forward-looking  statements  included in this
document are based on  information  available to the Company on the date hereof,
and the  Company  assumes  no  obligation  to  update  any such  forward-looking
statements.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

Our discussion and analysis is based upon our consolidated financial statements,
which have been  prepared in accordance  with  accounting  principles  generally
accepted in the United States.  The  preparation of these  financial  statements
requires us to make estimates and judgments that affect the reported  amounts of
assets, liabilities, revenues and expenses, and related disclosure of contingent
assets and  liabilities.  On an  on-going  basis,  we  evaluate  our  estimates,
including  those  related  to  accounts  receivable  reserves,   provisions  for
impairment losses of affiliated  companies and other intangible  assets,  income
taxes and contingencies.  We base our estimates on historical  experience and on
various  other  assumptions  that  are  believed  to  be  reasonable  under  the
circumstances,  the results of which form the basis for making  judgments  about
the carrying values of assets and liabilities that are not readily apparent from
other sources.  Actual results may differ from these  estimates  under different
assumptions or conditions.

We  believe  the  following  critical   accounting  policies  reflect  our  more
significant   estimates  and   assumptions   used  in  the  preparation  of  our
consolidated financial statements:

ALLOWANCE FOR DOUBTFUL  ACCOUNTS - We evaluate the  collectibility  of our trade
receivables  based  on a  combination  of  factors.  We  regularly  analyze  our
significant  customer  accounts,  and,  when  we  become  aware  of  a  specific
customer's  inability to meet its  financial  obligations  to us, such as in the
case of bankruptcy filings or deterioration in the customer's  operating results
or financial  position,  we record a specific reserve for bad debt to reduce the
related  receivable  to the amount we  reasonably  believe is  collectible.  The
allowances  are  calculated  based on  detailed  review  of  certain  individual
customer  accounts,  historical  rates and an estimation of the overall economic
conditions  affecting our customer  base. We review a customer's  credit history
before  extending  credit.  If the financial  condition of our customers were to
deteriorate,  resulting  in an  impairment  of their  ability to make  payments,
additional allowances may be required.


                                       22
<PAGE>

INVENTORY - The annual crop and production costs relating thereto are recognized
as work-in-process  inventories.  Such costs are accumulated with related direct
and indirect harvest,  wine processing and production costs, and are transferred
to finished goods inventories when the wine is produced,  bottled, and ready for
sale.  The cost of finished  goods is  recognized as cost of sales when the wine
product  is sold.  Inventories  are stated at the lower of  first-in,  first-out
("FIFO") cost or market by variety.  In accordance with general practices in the
wine industry,  wine inventories are generally included in current assets in the
accompanying  balance sheet,  although a portion of such inventories may be aged
for more than one year.

REVENUE RECOGNITION - The Company recognizes revenue when the product is shipped
and  title  passes  to the  customer.  The  Company's  standard  terms are 'FOB'
shipping point, with no customer acceptance provisions.  No products are sold on
consignment.  Credit  sales are  recorded as trade  accounts  receivable  and no
collateral  is required.  Revenue from items sold through the  Company's  retail
location is  recognized  at the time of sale.  The Company  has  established  an
allowance for doubtful accounts based upon factors pertaining to the credit risk
of specific  customers,  historical trends,  and other  information.  Delinquent
accounts  are   written-off   when  it  is  determined   that  the  amounts  are
uncollectible.  Revenues are  recognized net of the amount of goods and services
tax (GST) payable to the Australian taxing authority.

The company also receives  processing  revenue which  represents fees charged in
connection with contracts to process fruit for other winemaking companies. It is
recognized when the service is provided to the customer.

CONTINGENCIES  - We may be subject to certain  asserted  and  unasserted  claims
encountered  in the  normal  course  of  business.  It is our  belief  that  the
resolution  of these  matters  will not have a  material  adverse  effect on our
financial  position  or  results  of  operations,  however,  we  cannot  provide
assurance that damages that result in a material adverse effect on our financial
position  or results of  operations  will not be  imposed in these  matters.  We
account for contingent  liabilities when it is probable that future expenditures
will be made and such expenditures can be reasonably estimated.

LONG-LIVED  ASSETS - We  periodically  assesses  the need to  record  impairment
losses on long-lived assets, such as property, plant and equipment and purchased
intangible  assets,  used in operations and its  investments  when indicators of
impairment are present indicating the carrying value may not be recoverable.  An
impairment  loss is recognized  when  estimated  undiscounted  future cash flows
expected to result  from the use of the asset plus net  proceeds  expected  from
disposition of the asset (if any) are less than the carrying value of the asset.
When an impairment is identified, the carrying amount of the asset is reduced to
its estimated fair value. All goodwill will no longer be amortized and potential
impairment of purchased  intangible  assets with indefinite useful lives will be
evaluated using the specific guidance provided by SFAS No. 142 and SFAS No. 144,
"Accounting  for  the  Impairment  or  Disposal  of  Long-Lived   Assets."  This
impairment  analysis will be performed at least  annually.  For  investments  in
affiliated  companies that are not  majority-owned or controlled,  indicators or
value generally include revenue growth,  operating results, cash flows and other
measures.  Management  then  determines  whether  there  has  been  a  permanent
impairment of value based upon events and circumstances that have occurred since
acquisition.  It is reasonably possible that the impairment factors evaluated by
management will change in subsequent periods, given that the Company operates in
a volatile  environment.  This could  result in material  impairment  charges in
future periods.

NATURE OF THE OPERATIONS OF THE COMPANY

Background.

      We  were   incorporated  on  January  1,  1997  under  the  name  Dazzling
Investments,  Inc. At the time of our formation,  we intended to sell jewelry on
the Internet,  consisting of cubic zirconium stones mounted in various settings.
As at December  31,  1996,  all funds  raised by the sale of shares of $.001 par
value common stock in order to fulfill our initial  objective  had been expended
and we, thereafter, become dormant.


                                       23
<PAGE>

      From January 1, 1997 until December 22, 2005, we were in the developmental
stage and had no operations and could therefore be defined as a "shell" company,
an entity which is generally  described as having no or nominal  operations  and
with  no or  nominal  assets  or  assets  consisting  solely  of cash  and  cash
equivalents.

      On October 7, 2005, we caused to be formed a corporation under the laws of
the State of Nevada called Yarraman Winery, Inc. and acquired one hundred shares
of its common stock for cash. As such,  Yarraman  Winery,  Inc.  ("Merger Sub"),
became our wholly-owned subsidiary.

      On December  6, 2005,  Merger Sub was merged with and into us. As a result
of the merger,  our corporate name was changed to "Yarraman Winery,  Inc." Prior
to the merger, Merger Sub had no liabilities and nominal assets and, as a result
of the merger the  separate  existence  of Merger  Sub had  ceased.  We were the
surviving corporation in the merger and, except for the name change provided for
in the  Agreement  and Plan of  Merger,  there was no  change in our  directors,
officers, capital structure or business.

      On December 22,  2005,  we entered into a Share  Exchange  Agreement  with
Yarraman  Estate Pty Ltd ("Yarraman  Australia"),  the  shareholders of Yarraman
Australia,  Delta Dawn Pty Limited,  as trustee of the Trust (the "Trustee") and
our  shareholders,  pursuant  to  which  we  acquired  all  of  the  issued  and
outstanding  shares of stock of Yarraman  Australia in exchange for the issuance
in the  aggregate  of  15,000,000  of our shares (the  "Shares") to the Trustee.
Yarraman Australia became our wholly-owned  subsidiary and, upon the issuance of
the Shares,  the  Trustee  owned 60% of the  Shares.  Through  our  wholly-owned
subsidiary,  Yarraman Australia, we operate our primary business, which consists
of the operation of vineyards,  wine  production and  distribution in Australia,
United States, Canada, New Zealand, Hong Kong and throughout Europe.

Overview.

      We produce and sell premium (up to US$14), super-premium (up to US$20) and
ultra-premium  (over US$20)  wines.  Our wines are made at our  state-of-the-art
winery in New South Wales,  Australia,  where grapes are crushed,  fermented and
made  into wine or  blended  with  wines  purchased  from  other  vineyards  for
production of varietals.  Wines are sold both in Australia and  internationally,
principally  under our "Yarraman" label. The vineyards from where we produce our
wines are  located  on land in two  regions  in the  State of New  South  Wales,
Australia - the Upper Hunter  Valley and  Gundagai.  Prior to the  restructuring
described above, Yarraman Australia conducted business as Delta Dawn Pty Ltd, as
trustee for the Yarraman Road Trust.

      We own  approximately  632 acres in the  Upper  Hunter  Valley,  New South
Wales. The Upper Hunter Wybong vineyard has a total of approximately  632 acres,
of which 187 acres are under vine and  approximately  13 acres are  utilized for
the winery. The land mostly comprises of black, sandy loam, alluvial soils along
the creek  frontage  and adjacent  slopes,  rising to arable red loams with well
drained  plains and sandy  slopes which  extend to the  sandstone  ridges on the
perimeter.  The surplus  acreage is used for pastures used  primarily to produce
mulch covers under the vines.  Located on the  property is the Wybong  Creek,  a
perennial stream. Because of climate, soil and other grown conditions, the Upper
Hunter Valley is ideally suited to growing superior quality Shiraz,  Chardonnay,
Merlot and Semillon wine grapes.

      Opened in 1967 on the Upper Hunter Wybong  property,  our winery currently
has a 2,300 ton  processing  facility with the capacity to yield 160,000  cases.
The  winery  utilizes  current  technology  in its  harvesting,  production  and
packaging of its products.  Over US$7.7 million (A$10.3  million) has been spent
since 1994 on capital improvements to the winery and vineyard.


                                       24
<PAGE>

      We have entered into an oral  arrangement to use the "Wirrilla  Vineyard,"
located in the Gundagai  region,  which  totals  1,312 acres  located in a newly
developed wine region in the southwest  slopes of New South Wales.  The land use
arrangement  is with  Delta  Dawn Pty  Limited  to whom we pay a monthly  fee of
approximately  US$33,853 (AU$45,000) and have all rights to develop the land and
utilize  all fruit  produced  on the land.  There is  currently  no term for the
arrangement and management intends to enter into a written lease with Delta Dawn
Pty Limited during the next six months of 2006. The Wirrilla Vineyard is located
over two blocks of land  comprising  the Wirrilla  Homestead and Wirrilla  Point
Block,  with 470  acres  under  vines.  The  Wirrilla  Vineyard  produces  wines
including Sauvignon Blanc,  Semillon,  Verdelho,  Chardonnay,  Merlot,  Cabernet
Sauvignon  and Shiraz.  The wines  produced  from this  vineyard are used in our
premium range of wines.

Our wines are distributed by independent companies in the following countries:

      -  Australia            - Canada
      -  USA                  - New Zealand
      -  Denmark              - Singapore
      -  Switzerland          - Germany
      -  Hong Kong            - United Kingdom
      -  Ireland              - Malaysia

      We export  approximately 57% of our annual volume production  whereas most
competitors in the region export approximately 14% of its volume production. The
grape  production  for a particular  year will be reflected in sales  revenue in
approximately  two  years  due to the fact  that we  record  product  from  upon
bottling and sales following the ageing time necessary in winemaking.

      In addition,  we market and sell our wines through  retail  outlets in New
South Wales,  through mailing lists,  and through  distributors and wine brokers
who sell in specific  targeted areas outside of the state of New South Wales. As
we have increased  production volumes and achieved brand  recognition,  sales to
other domestic markets have increased both in terms of absolute dollars and as a
percentage of total company sales.

RESULTS OF OPERATIONS.

The following table sets forth,  for the periods  indicated,  certain  operating
information expressed as a percentage of revenue:

                                  Six Months ended      Three Months ended
                                  December 31, 2005      December 31, 2005
                                    2005     2004           2005     2004
                                    ----     ----           ----     ----

      Revenue                       100%     100%           100%     100%
      Cost of Revenue                78%      57%            49%      55%

      Gross Profit                   22%      43%            51%      45%

      Other Income                    1%      (1)%            3%      (3)%
      General and administrative     59%      84%           102%     109%
      expenses

      Income before income tax      (36)%    (42)%          (48)%    (67)%
      Income tax expenses             0%       0%             0%       0%

      Net Income                    (36)%    (42)%          (48)%    (67)%


                                       25
<PAGE>

SIX MONTHS  ENDED  DECEMBER 31, 2005  COMPARED TO SIX MONTHS ENDED  DECEMBER 31,
2004

REVENUE.  Revenue  was  $1,014,755  in the six months  ended  December  31, 2005
compared to $716,964 in the six months ended  December 31, 2004. The increase in
revenues  in the 2005 period is  attributable  to a 41%  increase  in  wholesale
domestic sales,  offset in part by a reduction in export sales of $233,000 (66%)
compared to the  previous  year.  Management  believes  that sales to the United
States  and  Canada  were  down   significantly   due  to  poor  performance  by
distributors and is currently  working towards  improving market  penetration in
the  United  States  by  appointing  new   distributors   and  revising  product
strategies.  Domestic wine sales  increased  primarily due to volume  increases.
Revenue in the current  six months was also higher due to $446,878  attributable
to a packaging and bottling  contract with Whinners Pty.  Limited  ("Whinners"),
one of the  unitholders  of Delta Dawn Pty Limited.  Total case sales of bottled
wine in the six months  ended  December  31, 2005 were 9,745  compared to 11,314
cases in six months ended December 31, 2004. We bottle wine as necessary to meet
demand or to make room in our tanks.  In the six months ended December 31, 2005,
we bottled 44,066 cases, of which 38,538 cases were sold directly to Whinners in
connection with our packaging and bottling contract.  The decrease in the number
of cases sold  during  the six  months  ended  December  31,  2005 was due to an
increase in competition in the export markets we target.

COST OF REVENUE.  Cost of revenue was $790,937 in the six months ended  December
31, 2005  compared to $406,109 in the six months  ended  December  31, 2004 as a
result of the  increase  in product  volumes  and  changes in product  mix. As a
percentage of revenue,  cost of revenue was 78% in the six months ended December
31, 2005 compared to 57% in the six months ended December 31, 2004. The increase
is primarily due to the contract winemaking for Whinners,  which is a low-margin
activity for the us. Gross profit was $223,818 in the six months ended  December
31, 2005  compared to $310,854 in the six months ended  December 31, 2004.  As a
percentage  of revenues,  gross profit  decreased to 22% in the six months ended
December 31, 2005 from 43% in the six months ended December 31, 2004.

OTHER INCOME. Other income was $10,609 in the six months ended December 31, 2005
compared to $(9,686) in the six months ended December 31, 2004. The increase was
primarily  attributable  to the  foreign  exchange  gain  made on sales  made in
Canadian  dollars and  subsequent  movements in the  Australian  dollar  against
Canadian  dollar  prior to the receipt of payment  from the  customer.  Interest
expense also decreased  compared to the six months ended December 31, 2004. As a
percentage  of revenue,  other  income  increased  to 1% in the six months ended
December 31, 2005 from (1)% in the six months ended December 31, 2004.

SALES,  GENERAL AND ADMINISTRATIVE  EXPENSES.  Sales, general and administrative
expenses  were  $602,062 in the six months ended  December 31, 2005  compared to
$602,969 in the six months ended  December 31,  2004.  This slight  decrease was
primarily   attributable  to  non-recurring   advertising  and  promotion  costs
associated  with a spring  promotion  in  Australia  during the six months ended
December 31, 2004,  offset  almost  entirely by higher salary wages in sales and
administrative areas due to additional sales  representatives being appointed to
assist  development of markets in 2005. During the six months ended December 31,
2005, we appointed new executive  management  who has  experience  with managing
listed companies in the United States.  These new members of management are paid
a salary  and we plan to  enter  into an  employment  agreement  with,  and such
agreement  may  provide  for  additional  compensation  and  perquisites.  As  a
percentage of revenues,  sales, general and administrative expenses decreased to
59% in the six months  ended  December 31, 2005 from 84% in the six months ended
December 31, 2004 primarily due to the winemaking contract described above.

INCOME (LOSS) BEFORE INCOME TAX AND INCOME TAX EXPENSES.  Loss before income tax
was  $(367,635) in the six months ended  December 31, 2005 compared to a loss of
$(301,601) in the six months ended December 31, 2004.  This increase in loss was
attributable  to the lower gross  profit  achieved  in the  current  year due to
product mix  resulting in lower  bottled  wine sales  compared to the six months
ended December 31, 2004.


                                       26
<PAGE>

NET INCOME (LOSS).  Net Loss was $(367,635) in the six months ended December 31,
2005  compared to  $(301,601)  in the six months ended  December 31, 2004.  This
increase is attributable to the reasons set forth above.

THREE MONTHS ENDED DECEMBER 31, 2005 COMPARED TO THREE MONTHS ENDED DECEMBER 31,
2004

REVENUE.  Revenue  was  $309,040 in the three  months  ended  December  31, 2005
compared to $320,675 in the three months ended  December 31, 2004.  The decrease
in revenue in the three-month period is attributable a significant  reduction in
export sales (67%),  particularly to the United States, offset by an increase in
domestic sales of 37%. Management is currently reviewing  distribution  channels
with a goal of expanding the number of distribution outlets for its products. In
conjunction  with expanding market  penetration,  product range and strategy are
also being reviewed.  Total case sales of bottled wine in the three months ended
December 31, 2005 were 5,764  compared to 4,662 cases for the three months ended
December  31,  2004.  Sales were higher for our Classic  Hunter range during the
three months ended December 31, 2005. This range is sold in cases of six bottles
rather than twelve bottles, as a result, there was a decrease in revenue despite
an increase in the number of cases sold  compared  with the three  months  ended
December 31, 2004.

COST OF REVENUE. Cost of revenue was $151,343 in the three months ended December
31, 2005  compared to $177,213 in the three months ended  December 31, 2004 as a
result of a higher  proportion  of domestic  sales in the Classic  Hunter  range
which has lower per unit costs. As a percentage of revenue,  cost of revenue was
49% in the three  months ended  December  31, 2005  compared to 55% in the three
months ended  December  31, 2004.  Gross profit was $157,697 in the three months
ended  December 31, 2005 compared to $143,462 in the three months ended December
31, 2004. As a percentage of revenue, gross profit increased to 51% in the three
months ended  December 31, 2005 from 45% in the three months ended  December 31,
2004.

OTHER  INCOME.  Other income was $7,645 in the three  months ended  December 31,
2005  compared to $(9,150) in the three  months ended  December  31,  2004.  The
increase was primarily  attributable to the foreign  exchange gain made on sales
in Canadian dollars.  Interest expense also decreased compared to the six months
ended December 31, 2004. As a percentage of revenue,  other income  increased to
2% in the three  months  ended  December 31, 2005 from (3) % in the three months
ended December 31, 2004.

SALES,  GENERAL AND ADMINISTRATIVE  EXPENSES.  Sales, general and administrative
expenses were  $314,191 in the three months ended  December 31, 2005 compared to
$349,083  in the three  months  ended  December  31,  2004.  This  decrease  was
primarily   attributable  to  non-recurring   advertising  and  promotion  costs
associated  with a spring  promotion  in  Australia  during the six months ended
December  31,  2004,  partially  offset by higher  salary and wages in sales and
administrative areas due to additional sales  representatives being appointed to
assist development of markets.  As a percentage of revenue,  sales,  general and
administrative expenses decreased to 102% in the three months ended December 31,
2005 from 109% in the three months ended December 31, 2004.

INCOME (LOSS) BEFORE INCOME TAX AND INCOME TAX EXPENSES.  Loss before income tax
was  $(148,849)  in the  three  months  ended  December  31,  2005  compared  to
$(214,771)  in the three months ended  December 31, 2004.  This decrease in loss
was attributable to the increase in gross profit margins  resulting from product
mix and a decrease in selling,  general and administrative expenses attributable
to  non-recurring  advertising  and  promotion  costs in the three  months ended
December 31, 2004.


                                       27
<PAGE>

NET INCOME  (LOSS).  Net Loss was  $(148,849) in the three months ended December
31, 2005  compared to  $(214,771)  in the three months ended  December 31, 2004.
This decrease is attributable to the reasons set forth above.

LIQUIDITY AND CAPITAL RESOURCES

As of  December  31,  2005,  we had  $168,706 of cash and cash  equivalents  and
$3,246,725   of  working   capital  as  compared  to  $(71,925)   and  $649,047,
respectively,  at December 31, 2004.  Our cash position at December 31, 2004 was
negative as a result of several  payments  received  during  December 2004 which
were not deposited until January 2005.

Management  believes we have sufficient  cash and cash  equivalents for the next
six months of operations. Cash flow from operations is expected to increase as a
result of expansion of distribution channels,  particularly in the United States
and review of market strategy. As of December 31, 2005 we held a note receivable
of $1,500,000 which is planned to be redeemed over the next five months.  Of the
balance on the note, $500,000 was collected prior to January 31, 2006, leaving a
remaining balance of $1,000,000.

Management  believes  that after the first six month  period,  and if the entire
note balance is collected,  increases in revenue  achieved from the expansion of
markets  will  be  re-invested  into  operations  funding  our  ongoing  capital
requirements  and provide  sufficient  capital for the  remainder  of our fiscal
year.

Management also intends to refinance its current long term loan of $4,368,480 at
a  significant  lower  interest  rate which  management  believes  will  further
increase  the  amount  cash  flow as a  result  of  savings  on  loan  payments.
Management believes its operations have not been and, in the foreseeable future,
will not be materially adversely affected by inflation or changing prices.

ITEM 3. CONTROLS AND PROCEDURES

      Under  the  supervision  and  with  the  participation  of  the  Company's
management,   including  our  principal  executive  officer  and  the  principal
accounting officer,  the Company conducted an evaluation of the effectiveness of
the design and operation of its disclosure  controls and procedures,  as defined
in Rules 13a-15(e) and 15d-15(e)  under the Securities  Exchange Act of 1934, as
of the end of the period covered by this report (the "Evaluation  Date").  Based
on this  evaluation,  the Company's  principal  executive  officer and principal
accounting  officer  concluded  as of the  Evaluation  Date  that the  Company's
disclosure  controls  and  procedures  were  effective  such  that the  material
information  required to be included in our Securities  and Exchange  Commission
("SEC") reports is recorded, processed,  summarized and reported within the time
periods specified in SEC rules and forms relating to the Company,  including our
consolidating  subsidiaries,  and was made known to them by others  within those
entities, particularly during the period when this report was being prepared.

      Additionally,  there were no significant changes in the Company's internal
controls or in other  factors that could  significantly  affect  these  controls
subsequent  to the  Evaluation  Date.  We have not  identified  any  significant
deficiencies  or material  weaknesses  in our internal  controls,  and therefore
there were no corrective actions taken.


                                       28
<PAGE>

                          PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

None.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.

      On December 22, 2005, the Company entered into a stock purchase  agreement
(the "Purchase Agreement") with certain investors (the "Investors") for the sale
of an  aggregate  of  5,253,500  shares of common  stock (the "Share  Sale") for
aggregate  gross  proceeds  in the form of  promissory  notes with an  aggregate
principal amount equal to $2,000,000 (the "Notes"). The Notes have a maturity of
300 days and principal is payable in approximately quarterly installments,  with
interest  accruing on the  original  principal  amount at the rate of prime plus
2.5%, payable at maturity.  Pursuant to the Purchase  Agreement,  the Registrant
has granted the Investors  rights of first  refusal on financing the  Registrant
may do in the future.

      In connection with the Share  Exchange,  the Registrant  issued  1,250,000
shares of common  stock (the  "Millhouse  Shares") in  exchange to  MillhouseIAG
Limited ("Millhouse") as a finders fee.

      The  Shares  and the  Millhouse  Shares  have  not  been  and  will not be
registered  under the  Securities  Act,  and, if in the future the  Investors or
Millhouse decide to offer, resell, pledge or otherwise transfer the Shares, such
Shares  may be  offered,  resold,  pledged  or  otherwise  transferred  only (A)
pursuant to an  effective  registration  statement  filed under the Act,  (B) to
non-U.S.  persons in an offshore transaction in accordance with Rule 904 and 905
of Regulation S under the  Securities  Act, or (C) pursuant to an exemption from
registration under the Act provided by Rule 144. The net proceeds from the Share
Sale and the Millhouse Share Purchase  received upon repayment of the promissory
notes by the investors  will be used for working  capital and general  corporate
purposes.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES.

None.

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

      On December 12, 2005,  the Board of directors  submitted to and a majority
of shareholders  eligible to vote approved a proposal that pursuant to the terms
of a Share Exchange Agreement (the "Agreement"), the Company acquired all of the
outstanding  capital  stock of Yarraman  Australia in exchange for the Company's
issuance of 15,000,000  shares of the Company's Common Stock to the Trustee (the
"Transaction").  This  issuance  of the  Company's  shares  of  Common  Stock is
intended to be exempt from  registration  under the  Securities  Act of 1933, as
amended  ("Securities  Act").  Concurrently  with the Closing,  the Company will
issue an aggregate  of  5,253,500  shares of Common Stock to a number of private
investors in exchange for $2 million in aggregate principal amount of promissory
notes.  In addition,  the Company  issued  1,250,000  shares as a finders fee to
MillhouseIAG Limited.

      In connection with the  Transaction,  certain  shareholders of the Company
agreed to cancel an aggregate of 8,158,500  shares of the Company's Common Stock
resulting in 3,496,500 shares of the Company's  Common Stock  outstanding at the
Closing.  Accordingly,  immediately  following  the  Closing  and the  issuances
described  above,  the  Trustee  will own  approximately  60% of the  issued and
outstanding shares of the Company's Common Stock, and the existing  stockholders
of the  Company  will  own  40% of the  issued  and  outstanding  shares  of the
Company's Common Stock.


                                       29
<PAGE>

      Shareholders holding approximately 69% of the Company's outstanding shares
consented to  consummation  of the  Transaction.  An  information  statement was
distributed to the other shareholders of the Company on December 12, 2005.

ITEM 5. OTHER INFORMATION.

None.

ITEM 6. EXHIBITS.

(a) EXHIBITS

The following exhibits are filed as part of this report:

Exhibit
Number                                Description
-------     --------------------------------------------------------------------

31.1        Certification   of  Chief   Executive   Officer   pursuant  to  Rule
            13A-14(A)/15D-14(A)  of the  Securities  Exchange  Act of  1934,  as
            adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2        Certification  of the Principal  Financial  Officer pursuant to Rule
            13A-14(A)/15D-14(A)  of the  Securities  Exchange  Act of  1934,  as
            adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

32.1        Certification of Chief Executive Officer and the Principal
            Financial Officer Pursuant to 18 U.S.C. 1350 (Section 906 of the
            Sarbanes-Oxley Act of 2002).


                                       30
<PAGE>

                                   SIGNATURES

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

                                         YARRAMAN WINERY, INC.

Date:  February 14, 2006                 By: /s/ Andrew Lyon
                                             ---------------
                                             Andrew Lyon
                                             Chief Executive Officer

Date:  February 14, 2006                 By: /s/ John Wells
                                             --------------
                                             John Wells
                                             Chief Financial Officer


                                       31