U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

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

        For the quarterly period ended March 31, 2006.

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

                       COMMISSION FILE NUMBER: 000-49672

                               THE BLACKHAWK FUND
                 (Name of small business issuer in its charter)

               NEVADA                                 88-0408213
   (State or other jurisdiction of                  (I.R.S. Employer
  incorporation or organization)                   Identification No.)

      1802 N. CARSON STREET, SUITE 212-3018
             CARSON CITY, NEVADA                           89701
   (Address of principal executive offices)              (Zip Code)

                                 (775) 887-0670
                           (Issuer's telephone number)

Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d) of the 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 by
Rule 12b-2 of the Exchange Act).  Yes [_]  No [X]

State  the  number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:  As of April 24, 2006, the
issuer had  12,209,007  shares  of  its  common  stock  issued  and outstanding.

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




                                   1
<PAGE>

                           TABLE OF CONTENTS


PART I - FINANCIAL INFORMATION
    Item 1.  Financial Statements. . . . . . . . . . . . . . . . . . . .    3
    Item 2.  Management's Discussion and Analysis or Plan of Operation .    8
    Item 3.  Controls and Procedures . . . . . . . . . . . . . . . . . .   10

PART II - OTHER INFORMATION
    Item 1.  Legal Proceedings . . . . . . . . . . . . . . . . . . . . .   11
    Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds   11
    Item 3.  Defaults Upon Senior Securities . . . . . . . . . . . . . .   11
    Item 4.  Submission of Matters to a Vote of Security Holders.. . . .   11
    Item 5.  Other Information . . . . . . . . . . . . . . . . . . . . .   11
    Item 6.  Exhibits and Reports on Form 8-K. . . . . . . . . . . . . .   11

SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .   12

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.   13
CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002.   14
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.   15
CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002.   16








                                      2
<PAGE>


PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL  STATEMENTS.

<TABLE><CAPTION>
                              THE BLACKHAWK FUND
                                BALANCE SHEET
                                 (unaudited)

                                                   March 31,      December 31,
                                                     2006            2005
<S>                                                   <C>             <C>
ASSETS
  Cash                                           $    8,525       $     12,709
  Prepaid and other current assets                    1,592                  -
                                                 ----------       ------------
Total current assets                                 10,117             12,709
						 ----------       ------------
  Property - held-for-sale                          625,083                  -
                                                 ----------       ------------
TOTAL ASSETS                                     $  635,200       $     12,709
                                                 ==========       ============

LIABILITIES AND STOCKHOLDERS' DEFICIT

LIABILITIES
  Accounts payable and accrued liabilities       $    4,779       $     6,080
  Notes payable-related party                       212,496            77,495
                                                 ----------       -----------
Total current liabilities                           217,275            83,575
                                                 ----------       -----------
Long term liability
  Note payable                                      496,000                 -
Total Liabilities                                   713,275            83,575
                                                 ----------       -----------
Commitments and contingencies                             -                 -

STOCKHOLDERS' DEFICIT
Preferred stock, $.001 par value:
  Series A: Authorized 20,000,000
  9,000,000 issued and outstanding
  at March 31, 2006 and December 31, 2005             9,000             9,000
  Series B: Authorized 10,000,00
  10,000,000 issued and outstanding
  at March 31, 2006 and December 31, 2005            10,000            10,000
  Series C: Authorized 20,000,000
  10,000,000 issued and outstanding
  at March 31, 2006 and December 31, 2005            10,000            10,000
Common stock, $.001 par value, 4,000,000,000
  shares authorized, 12,209,007 and 3,209,007
  shares issued and outstanding at March 31,
  2006 and December 31, 2005                         12,209             3,209
Additional paid in capital                       34,457,057        34,457,058
Stock subscriptions receivable	                    (20,000)          (40,000)
Retained Deficit                                (34,556,341)      (34,520,133)
                                                -----------       -----------
Total Stockholders' Deficit                         (78,075)          (70,866)
                                                -----------       -----------
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT     $   635,200       $    12,709
                                                ===========       ===========
</TABLE>
                                      3
<PAGE>

<TABLE><CAPTION>
                               THE BLACKHAWK FUND
                            STATEMENTS OF OPERATIONS
                   Three Months Ended March 31, 2006 and 2005
                                   (unaudited)

                                                       2006          2005
                                                 -------------  -----------
<S>                                                   <C>           <C>


Revenue                                          $          -   $     3,118
                                                 -------------  -----------
Expenses:
  General and administrative expense                   32,943     4,598,639
  Interest expense                                      3,265             -
                                                 -------------  -----------


Net loss                                         $    (36,208)  $(4,595,521)
                                                 =============  ===========

Basic and diluted loss per common share          $       (.01)  $    (19.15)

Weighted average common shares outstanding          6,664,556       239,923

</TABLE>












                                    4
<PAGE>

<TABLE><CAPTION>
                             THE BLACKHAWK FUND
                          STATEMENTS OF CASH FLOWS
                 Three Months Ended March 31, 2006 and 2005
                                (unaudited)


                                                                2006         2005
                                                            ------------  ----------
<S>                                                              <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                                   $  (36,208)  $(4,595,521)
  Adjustments to reconcile net loss to net
    cash used in operating activities:
    Stock issued for services                                         -     3,995,000
    Stock option expense                                              -       393,262

  Changes in:
   Other assets (increase)                                       (1,593)            -
   Accounts payable (decrease)increase                           (1,301)        1,167
                                                            ------------   ----------
NET CASH USED IN OPERATING ACTIVITIES                          (39,102)     ( 206,092)
                                                            ------------   ----------

CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of Building					      (129,083)             -
                                                            ------------    ----------

CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from stock issuance/subscriptions                    29,000        220,666
  Payments on notes payable - related party                    (23,000)             -
  Proceeds from notes payable - related party                  158,001              -
                                                            ------------   ----------
NET CASH PROVIDED BY FINANCING ACTIVITIES                      164,001        220,666
                                                            ------------   ----------
NET CHANGE IN CASH                                              (4,184)        14,574

CASH BALANCES
  -Beginning of period                                          12,709              -
                                                            ------------   ----------
  -End of period                                            $    8,525      $  14,574
                                                            ============    ==========
Supplemental disclosures:
Cash paid for:
  Interest                                                  $    1,177      $       -
  Income taxes                                                       -              -
</TABLE>

                                        5
<PAGE>

                               THE BLACKHAWK FUND
                          NOTES TO FINANCIAL STATEMENTS
                                   (unaudited)

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited interim financial statements of The Blackhawk Fund
("Blackhawk" or the "Company") have been prepared in accordance with accounting
principles generally accepted in the United States of America and the rules of
theSecurities and Exchange Commission ("SEC"), and should be read in conjunction
with the audited financial statements and notes thereto contained in Blackhawk's
Annual Report filed with the SEC on Form 10-KSB.  In the opinion of management,
all adjustments, consisting of normal recurring adjustments, necessary for a
fair presentation of financial position and the results of operations for the
interim periods presented have been reflected herein.  The results of operations
for interim periods are not necessarily indicative of the results to be expected
for the full year.  Notes to the financial statements which would substantially
duplicate the disclosure contained in the audited financial statements for 2005
as reported in the 10-KSB have been omitted.

NOTE 2  - STOCK BASED COMPENSATION

Prior to January 1, 2006 we accounted for stock based compensation under
Statement of Financial Accounting Standards No. 123 Accounting for Stock-Based
Compensation (FAS 123). As permitted under this standard, compensation cost was
recognized using the intrinsic value method described in Accounting Principles
Board Opinion No. 25, Accounting for Stock Issued to Employees (APB 25).
Effective January 1, 2006, the Company has adopted Statement of Financial
Accounting Standards No. 123 (Revised 2004), Share-Based Payment (FAS 123R)
and applied the provisions of the Securities and Exchange Commission Staff
Accounting Bulletin No. 107 using the modified-prospective transition method.
Prior periods were not restated to reflect the impact of adopting the new
standard. As a result of the adoption of FAS 123R, stock-based compensation
expense recognized  during the quarter ended March 31, 2006 includes
compensation expense for all share-based payments granted on or prior to, but
not yet vested as of December 31, 2005, based on the grant date fair value
estimated in accordance with the origial provisions of FAS 123, and
compensation cost for all share-based payments granted on or subsequent to
January 1, 2006, based on the grant date fair value estimated in accordance
with the provisions of FAS 123R.

Beginning on January 1, 2006, any future excess tax benefits derived from the
exercise of stock options will be recorded prospectively and reported as cash
flows from financing activities in accordance with FAS 123R.

During the quarter ended March 31, 2006, the Company did not make any stock
option grants and therefore did not recognize any stock-based compensation
expense.  During the quarter ended March 31, 2005, the Company granted
470,000,014 options to purcahse common stock to employees.  All options vested
immediately, had an exercise price of 85 percent of market on the date of
grant and expiry 10 years from the date of grant.  The Company recorded stock
based compensation expense of $393,262, as determined under the intrinsic
value method, during the quarter ended March 31, 2005.

                                6
<PAGE>

                       THE BLACKHAWK FUND
                 NOTES TO FINANCIAL STATEMENTS
                           (unaudited)

The following table illustrates the effect on net loss and per share
information had the Company accounted for share-based compensation in
accordance with FAS 123R for the periods indicated:

<TABLE><CAPTION>
			                      Three Months Ended
			                        March 31, 2005
                                               ------------------
<S>                                                  <C>
Net loss as reported                             $(4,595,521)
Add: stock based compensation determined
under intrinsic value-based method                   393,262
Less: stock based compensation determined
under the fair value-based method                 (2,621,746)
                                                 -----------
Pro forma net loss                               $(6,824,005)
                                                 -----------
Basic and diluted net loss per common share:
  As reported                                        $(19.15)
  Pro forma                                          $(28.44)

</TABLE>

The weighted average fair value of the stock options granted during 2005 was
$.005.  Variables used in the Black-Scholes option pricing model included
(1) 1.5% risk-free interest rate, (2) expected option life is the actual
remaining life, (3)expected volatiltiy of 566% and (4) zero expected
dividends.

NOTE 3 - PROPERTY - HELD FOR SALE

In late March 2006, the Company purchased a condominium located in Carlsbad,
California for $625,083.  The Company intends to renovate and sell the condo.
Since the Company intends to sell the condominium upon completion of the
planned renovations, it has beed designated as "held-for-sale."  Therefore
it will be carried at the lower cost or fair value (net of expected sales
costs) during the renovation period and will not be depreciated.

NOTE 4 - COMMON STOCK

During the quarter ended March 31, 2006, the company issued 9 million shares
of common stock at par value pursuant to a stock subscription agreement.
As of March 31, 2006, the Company had not received the $9,000 due under the
stock subscription agreement and has therefore reflected it as stock
subscription receivable (a contra equity account).

On November 7, 2005, The company's Board of Directors declared an 800 to 1
reverse stock split for shareholders of record as of November 17, 2005.
All share and per share information has been retroactively restated in
the financial statements to reflect the reverse split.

NOTE 5 - NOTES PAYABLE

In conjunction with the purchase of the condominium described in Note 3
above, the Company executed a 30-year adjustable rate promissory note
for $496,000.  The initial interest rate on the note is 7.875% and may
change on April 1, 2008 and on that date every sixth month thereafter.
Pursuant to the terms of the note, the Company is required to make
interest only payments for the first 10 years (first 120 payments).The
initial monthly payments will be $3,225 and may change beginning on
April 1, 2008.  The note payable is personally guaranteed by the
Company's president.

                                7
<PAGE>

                       THE BLACKHAWK FUND
                 NOTES TO FINANCIAL STATEMENTS
                           (unaudited)

During the quarter ended March 31, 2006, the Company received advances
from Palomar Enterprises, Inc. ("Palomar") totalling approximately
$158,000.  Palomar is controlled by the Company's CEO and CFO. Of the
$158,000, $23,000 was used to repay advances previously made by the
CEO and CFO, $129,000 was used to fund the cash payment made in
connection with the acqusition of the condominium (discussed in Note
3 above) with the remainder being retained for general coporate purposes.

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

FORWARD-LOOKING  INFORMATION

Much  of  the discussion in this Item is "forward looking" as that term is
used  in  Section  27A  of  the Securities Act and Section 21E of the
Securities Exchange  Act of 1934.  Actual operations and results may
materially differ from present  plans  and  projections  due  to  changes
in  economic conditions, new business  opportunities,  changed  business
conditions, and other developments.  Other factors that could cause results
to differ materially are described in our filings  with  the  Securities
and  Exchange  Commission.

There  are  several  factors  that could cause actual results or events to
differ  materially  from  those anticipated, and include, but are not
limited to general  economic,  financial and business conditions, changes
in and compliance with  governmental  laws  and  regulations,  including
various state and federal environmental  regulations,  our  ability  to
obtain  additional financing from outside  investors and/or bank and
mezzanine lenders and our ability to generate sufficient  revenues  to
cover operating losses and position us to achieve positive cash flow.

Readers  are  cautioned not to place undue reliance on the forward-looking
statements contained herein, which speak only as of the date hereof.  We
believe the  information  contained  in  this  Form 10-QSB to be accurate as
of the date hereof. Changes may occur after that date. We will not update
that information  except  as  required  by  law  in  the  normal course of
our public disclosure  practices.

Additionally,  the  following discussion regarding our financial condition
and  results  of  operations  should  be  read in conjunction with the
financial statements  and related notes contained in Item 1 of Part I of
this Form 10-QSB, as  well as the financial statements in Item 7 of Part II
of our Form 10-KSB for the  fiscal  year  ended December  31,  2005.

MANAGEMENT'S PLAN OF OPERATIONS.

CURRENT BUSINESS PLAN

The Blackhawk Fund operates with a focus on developing and/or acquiring cash
flow positive businesses, acquiring the real property and assets that are
material to those businesses and offering various types of  financial
instruments; including but not limited to, notes, deeds of trust and other
types of corporate financing structures.

The real properties acquired may be improved and re-sold at higher prices or
 held for income and appreciation, depending on the market conditions.
Properties purchased will generally need minor improvements prior to re-sale,
this work will be contracted out to independent contractors. The properties
being held for income and appreciation will generate sufficient rental income
to be cash-flow positive and located in markets with a high probability of
appreciation.

                                8
<PAGE>

RESULTS OF OPERATIONS

THREE MONTHS ENDED MARCH 31, 2006 COMPARED TO THE THREE MONTHS ENDED MARCH 31,
2005.

     Total  net  sales  and  revenues were at zero for the three months ended
March  31,  2006  compared  to $3,118  for  the  prior  period.

     General and administrative expense for  the three months ended March 31,
2006 compared to 2005 decreased by $4,565,696 to $32,943 from $4,598,639 in
the prior period. The 2005 expenses included a $3,995,000 charge for share
based compensation relating to 99,875,000 shares  issued  in  connection with
the conversion of Preferred  A  shares  into  common  shares and a $393,262
charge for stock option expense which did not occur in 2006.

      Net loss decreased from $4,595,521 to $36,208 for  the  three  months
ended  March  31,  2006.

     Interest  expense, for the three months ended March 31, 2006 was $3,265
as compared to none in the  same  period in 2005.

LIQUIDITY  AND  CAPITAL  RESOURCES

     As  of  March 31, 2006, we had a deficiency in working capital of $207,158.

     Cash used in operating activities totaled $39,102 for the three months
ended March 31, 2006 as compared to $206,092 for the three months ended March
31, 2005.

     Cash used in investing activities totaled $129,083 for the three months
ended March 31, 2006 as compared to none for the comparable prior year period.
The cash used in investing activities relates to the cash paid at closing in
connection with the purchase of the condominium in late March 2006.

     Cash provided by financing activities totaled $164,001 for the three
months ended March 31, 2006 as compared to $220,666 for the comparable prior
year period.  Of the 2006 amount, $29,000 related to proceeds from stock
 issuances/subscriptions compared to $220,666 for the comparable prior year
period and $135,001 related to net proceeds received from advances made to
the Company by related parties compared to none for the comparable prior
year period.

CRITICAL ACCOUNTING POLICIES

     The  preparation  of  our financial statements in conformity with
accounting  principles generally accepted in the United States requires us to
make  estimates  and judgments that affect our reported assets, liabilities,
revenues, and expenses, and the disclosure of contingent assets and
liabilities. We  base  our  estimates  and  judgments on historical
experience and on various other  assumptions  we believe to be reasonable
under the circumstances.  Future events,  however,  may  differ  markedly
from  our  current  expectations  and assumptions.  A summary of our
critical accounting policies can be found in the notes to our annual
financial statements included our Form 10-KSB for the year ended December
31, 2005.

                                9
<PAGE>

OFF-BALANCE SHEET ARRANGEMENTS.

     We  do  not  have  any  off-balance  sheet  arrangements.

ITEM 3.  CONTROLS  AND  PROCEDURES.

     Disclosure  controls  and procedures are controls and other procedures that
are  designed  to  ensure that information required to be disclosed by us in the
reports  that  we  file or submit under the Exchange Act is recorded, processed,
summarized and reported, within the time periods specified in the Securities and
Exchange  Commission's  rules  and  forms.  Disclosure  controls  and procedures
include,  without  limitation,  controls  and procedures designed to ensure that
information required to be disclosed by us in the reports that we file under the
Exchange  Act  is  accumulated and communicated to our management, including our
principal  executive  and  financial  officers,  as  appropriate to allow timely
decisions  regarding  required  disclosure.

     Evaluation of Disclosure and Controls and Procedures.  As of the end of the
period  covered  by this Quarterly Report, we conducted an evaluation, under the
supervision  and with the participation of our chief executive officer and chief
financial  officer,  of  our  disclosure  controls and procedures (as defined in
Rules  13a-15(e)  of  the  Exchange  Act).  Based  on this evaluation, our chief
executive  officer  and  chief  financial  officer concluded that our disclosure
controls  and procedures are effective to ensure that information required to be
disclosed  by  us  in  reports  that we file or submit under the Exchange Act is
recorded,  processed,  summarized and reported within the time periods specified
in  Securities  and  Exchange  Commission  rules  and  forms.

     Changes in Internal Controls Over Financial Reporting.  There was no change
in  our  internal  controls,  which  are included within disclosure controls and
procedures,  during  our  most  recently  completed  fiscal  quarter  that  has
materially  affected, or is reasonably likely to materially affect, our internal
controls.

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL  PROCEEDINGS.

     Reference  is  made  to  our  Annual Report for the year ended December 31,
2005,  filed  with  the  Commission  on  February 28,  2006.

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

      None.

ITEM 3.  DEFAULTS  UPON  SENIOR  SECURITIES.
	None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
      None.

ITEM 5.  OTHER INFORMATION.
      None.

                               10
<PAGE>

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

10.1**      Zannwell Inc. Capital Stock Purchase Agreement, dated November
            29, 2004.

31.1*       Certification of Steve Bonenberger, President, Chief Executive
            Officer and Director of The Blackhawk Fund, pursuant to
            18 U.S.C. Sec.1350, as adopted pursuant to Sec.302 of the
            Sarbanes-Oxley Act of 2002.

31.2*       Certification of Brent Fouch, Secretary and Chief Financial
            Officer of The Blackhawk Fund, pursuant to 18 U.S.C. Sec.1350,
            as adopted pursuant to Sec.302 of the Sarbanes-Oxley Act of 2002.

32.1*       Certification of Steve Bonenberger, President, Chief Executive
            Officer and Director of The BlackhawK Fund, pursuant to 18 U.S.C.
            Sec.1350, as adopted pursuant to Sec.906 of the Sarbanes-Oxley
            Act of 2002.

32.2*       Certification of Brent Fouch, Secretary and Chief Financial
            Officer of The Blackhawk Fund, pursuant to 18 U.S.C. Sec.1350,
            as adopted pursuant to Sec.906 of the Sarbanes-Oxley Act of 2002.


__________
*   Filed  herewith.
**  Previously  Filed.

                                   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.

                                   The BlackHawk Fund
Dated May 12, 2006.
                                   By /s/ Steve Bonenberger
                                     -----------------------------------
                                     Steve Bonenberger, President, Chief
                                     Executive Officer and Director


                                   11
<PAGE>