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

                                 Form 10-QSB

(Mark One)
     [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934

     For the quarter ended June 30, 2005

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

            For the transition period from ________ to __________

                      Commission File Number: 000-27827

                       MEZZANINE INVESTMENT CORPORATION
              (Exact name of Registrant as specified in charter)

NEVADA                                            33-0874810
State or other jurisdiction of                    I.R.S. Employer I.D. No.
incorporation or organization

170 NEWPORT CENTER DRIVE, SUITE 220, NEWPORT BEACH, CA           92660
(Address of principal executive offices)                         (Zip Code)

Issuer's telephone number, including area code:  (949) 644-0095

Check whether the Issuer (1) has 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 fling requirements for the past 90 days.
(1) Yes [X] No [ ]   (2) Yes [X] No [ ]

State the number of shares outstanding of each of the Issuer's classes of
common equity as of the latest practicable date:  At August 15, 2005, there
were 1,920,948 shares of the Registrant's Common Stock outstanding.

<PAGE>
                                    PART I

                        ITEM 1.  FINANCIAL STATEMENTS

     The condensed financial statements included herein have been prepared by
the Company, without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission.  Certain information and footnote
disclosures normally included in financial statements prepared in accordance
with generally accepted accounting principles have been condensed or omitted
pursuant to such rules and regulations, although the Company believes that
the disclosures are adequate to make the information presented not
misleading.

     In the opinion of the Company, all adjustments, consisting of only
normal recurring adjustments, necessary to present fairly the financial
position of the Company as of June 30, 2005, and the results of its
operations and changes in its financial position from August 19, 1999,
through June 30, 2005, have been made.  The results of its operations for
such interim period are not necessarily indicative of the results to be
expected for the entire year.  These condensed financial statements should be
read in conjunction with the financial statements and notes thereto included
in the Company's annual report on Form 10-KSB for the year ended December 31,
2004.


                                      2
<PAGE>

                     Mezzanine Investment Corporation
                       (A Development Stage Company)
                               Balance Sheets
<TABLE>
<CAPTION>
                                                          June         December
                                                        30, 2005       31, 2004
                                                       -----------    -----------
                                                       (Unaudited)
<S>                                                    <C>            <C>
                                 Assets
Current Assets


     Total Assets                                      $      -       $      -
                                                        ==========     ==========

                   Liabilities and Stockholders' Equity

Current Liabilities

  Accounts Payable                                     $    16,086    $    16,661
  Interest Payable                                            -             3,080
  Notes Payable - Related Party                               -            28,660
                                                        ----------     ----------
     Total Current Liabilities                              16,086         48,401

Stockholders' Equity

  Common Stock, 100,000,000 Shares
   Authorized at $.001 Par Value; 1,920,948 and
   120,000 Shares Issued and Outstanding, respectively       1,921            120
  Additional Paid in Capital                                88,083         33,750
  Deficit Accumulated in the Development Stage            (106,090)       (82,271)
                                                        ----------     ----------
     Total Stockholders' Equity                            (16,086)       (48,401)
                                                        ----------     ----------
     Total Liabilities and Stockholders' Equity        $      -       $      -
                                                        ==========     ==========
</TABLE>

  The accompanying notes are an integral part of these financial statements.
                                     3
<PAGE>

                     Mezzanine Investment Corporation
                       (A Development Stage Company)
                          Statements of Operations
                                (Unaudited)
<TABLE>
<CAPTION>

                                                                                                For the Period
                                                                                                August 19, 1999
                                    For the Three Months Ended      For the Six Months Ended      (Inception)
                                       June           June            June           June          to June
                                     30, 2005       30, 2004        30, 2005       30, 2004        30, 2005
                                    -----------    -----------     -----------    -----------     -----------
<S>                                 <C>            <C>             <C>

Revenues                            $      -       $      -        $      -       $      -        $      -
                                     ----------     ----------      ----------     ----------      ----------
Expenses

  General & Administrative               18,822          1,075          22,865          4,214          98,670
                                     ----------     ----------      ----------     ----------      ----------
     Total Expenses                      18,822          1,075          22,865          4,214          98,670
                                     ----------     ----------      ----------     ----------      ----------
     Income (Loss) from Operations      (18,822)        (1,075)        (22,865)        (4,214)        (98,670)

Other Income (Expenses)

  Interest Income                          -                88            -               176           1,401
  Interest Expense                         (239)          (673)           (954)        (1,318)         (9,230)
  Forgiveness of Interest Expense          -              -               -              -                409
                                     ----------     ----------      ----------     ----------      ----------
     Total Other Income (Expenses)         (239)          (585)           (954)        (1,142)         (7,420)
                                     ----------     ----------      ----------     ----------      ----------
     Income (Loss) Before Taxes         (19,061)        (1,660)        (23,819)        (5,356)       (106,090)

     Taxes                                 -              -               -              -               -
                                     ----------     ----------      ----------     ----------      ----------
     Net (Loss)                     $   (19,061)   $    (1,660)    $   (23,819)   $    (5,356)    $   (87,029)
                                     ==========     ==========      ==========     ==========      ==========

     Loss Per Common Share          $     (0.01)   $     (0.01)    $     (0.02)   $     (0.04)

     Weighted Average
     Shares Outstanding               1,856,632        120,000         988,316        120,000
</TABLE>

  The accompanying notes are an integral part of these financial statements.
                                     4
<PAGE>

                     Mezzanine Investment Corporation
                       (A Development Stage Company)
                          Statements of Cash Flows
                                (Unaudited)
<TABLE>
<CAPTION>
                                                                      For the Period
                                                                      August 19, 1999
                                           For the Six Months Ended    (Inception)
                                              June          June         to June
                                            30, 2005      30, 2004       30, 2005
                                           ----------    ----------     ----------
<S>                                        <C>           <C>           <C>
Cash Flows from Operating Activities

  Net Income (Loss)                        $  (23,819)   $   (5,356)   $  (106,090)
  Adjustments to Reconcile Net Income
   (Loss) to Net Cash Provided by
   Operating Activities:
    Stock issued for services                  16,080          -            23,697
    Stock issued for payables satisfaction      7,360          -             7,360
    Forgiveness of related party interest      (1,465)         -            (1,465)
    (Increase) in Interest Receivable            -             (176)          -
    Increase in Accounts/Interest Payable       1,844         4,683         21,584
                                            ---------     ---------      ---------
      Net Cash Provided (Used) by
      Operating Activities                       -             (849)       (54,914)

Cash Flows from Investing Activities

      Net Cash Provided (Used) by
      Investing Activities                       -             -             -

Cash Flows from Financing Activities

  Cash from Notes Payable                        -             -           28,660
  Cash from Stock Sales                          -             -           26,254
                                            ---------     ---------     ---------
      Net Cash Provided (Used) by
      Financing Activities                       -             -           54,914
                                            ---------     ---------     ---------
      Increase (Decrease) in Cash                -             -             -

      Cash, Beginning of Period                  -             -             -
                                            ---------     ---------     ---------
      Cash, End of Period                  $     -       $     -       $     -
                                            =========     =========     =========

Supplemental Cash Flow Information
  Interest                                 $     -       $     -       $     -
  Taxes                                          -             -             -
  Common stock issued for accounts payable      7,360          -            7,360
  Common stock issued for notes/interest       31,230          -           31,230
</TABLE>
  The accompanying notes are an integral part of these financial statements.
                                     5
<PAGE>

                     Mezzanine Investment Corporation
                       (A Development Stage Company)
                    Notes to the Financial Statements
                              June 30, 2005

NOTE 1 - CORPORATE HISTORY

Mezzanine Investment Corporation (the Company) was organized on August 19,
1999 in the State of Nevada for the purpose of conducting any type
of business.  The Company has yet to identify its specific business
purpose.

The Company has yet to fully develop any material income from its
stated primary objective and it is classified as a development stage
company.  All income, expenses, cash flows and stock transactions are
reported since the beginning of development stage.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

Cash and Cash Equivalents - The Company considers all highly liquid
investments with maturities of three months or less to be cash
equivalents.

Earnings (Loss) Per Share - The computation of earnings per share of
common stock is based on the weighted average number of shares
outstanding at the date of the financial statements.

Use of Estimates - The preparation of financial statements in
conformity with generally accepted accounting principles requires
management to make estimates and assumptions that affect reported
amounts of assets and liabilities, disclosure of contingent assets and
liabilities at the date of the financial statements and revenues and
expenses during the reporting period.  In these financial statements,
assets, liabilities and earnings involve extensive reliance on
management's estimates.  Actual results could differ from those
estimates.

NOTE 3 - INCOME TAXES

The Company adopted Statement of Financial Accounting Standards
No. 109 "Accounting for Income Taxes" in the fiscal year ended
December 31, 2000, and has applied the provisions of the statement to
the current year which resulted in no significant adjustment.

Statement of Financial Accounting Standards No. 109 "Accounting for
Income Taxes" requires an asset and liability approach for financial
accounting and reporting for income tax purposes.  This statement
recognizes (a) the amount of taxes payable or refundable for the
current year and (b) deferred tax liabilities and assets for future
tax consequences of events that have been recognized in the financial
statements or tax returns.

Deferred income taxes result from temporary differences in the
recognition of accounting transactions for tax and financial reporting
purposes.  There were no temporary differences at June 30, 2005 and
earlier periods; accordingly, no deferred tax liabilities have been
recognized for all periods.

                                     6
<PAGE>

                     Mezzanine Investment Corporation
                       (A Development Stage Company)
                    Notes to the  Financial Statements
                              June 30, 2005

NOTE 3 - INCOME TAXES (continued)

The Company has cumulative net operating loss carryforwards over
$106,090 at June 30, 2005.  No effect has been shown in the financial
statements for the net operating loss carryforwards as the likelihood
of future tax benefit from such net operating loss carryforwards is
not presently determinable.  Accordingly, the potential tax benefits
of the net operating loss carryforwards, estimated based upon current
tax rates at June 30, 2005 have been offset by valuation reserves in
the same amount.  The net operating losses begin to expire in 2019.

NOTE 4 - NOTES PAYABLE RELATED PARTY

The Company had issued several promissory notes to various corporations
whose officers and/or directors are shareholders of the Company.  The
notes, amounting to $28,660, were unsecured, bearing an interest rate
of 10% per annum and were due and payable on demand.  These notes were
satisfied in full by the issuance of 156,150 shares of common stock of
the Company at $.20 per share on May 1, 2005.

                                                         June 30,  December 31,
The Company has the following note payable obligations:   2005         2004
                                                        ---------  ------------
Related party notes payable due on demand
  accruing interest at a rate of 10% per annum          $    -      $  28,660
                                                         --------    --------
               Totals                                   $    -      $  28,660
               Less Current Maturities                       -        (28,660)
                                                         --------    --------
               Total Long-Term Notes Payable            $    -      $    -
                                                         ========    ========

NOTE 5 - NOTES RECEIVABLE RELATED PARTY

During the 2002 year, the Company loaned $3,500 to a corporation whose
President, at that time, is the President and a shareholder of the Company.
During 2003, the loan was transferred from one Company to another with the
same relationship.  The principal amount of the note and the respective
terms remain the same.  At December 31, 2004 the Company applied the
note receivable balance of $3,500 and accrued interest of $1,401 to
the interest portion of a corresponding note payable.  The result of
this transaction decreased interest payable by $3,901.  As of December 31,
2004 the note receivable and related interest receivable is $0.

                                     7
<PAGE>

                     Mezzanine Investment Corporation
                       (A Development Stage Company)
                    Notes to the  Financial Statements
                              June 30, 2005

NOTE 6 - GOING CONCERN

The Company's financial statements are prepared using generally
accepted accounting principles applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities
in the normal course of business.  Currently, the Company does not
have significant cash or other material assets, nor does it have an
established source of revenues sufficient to cover its operating costs
and to allow it to continue as a going concern.

NOTE 7 - SUBSEQUENT EVENTS - PROPOSED REVERSE TAKEOVER BY THE LIQUID GROUP

Effective August 22, 2005, the Company entered into a Merger Agreement with
The Liquid Group, Inc. ("Liquid") formerly known as BDR Showalter, Inc.
Under the Merger Agreement a newly-formed subsidiary entity, Mezzanine
Acquisitions Corp., was incorporated for purposes of merging with and into
Liquid with Liquid being the surviving corporation.  As a result of the merger
transaction, Liquid will become a wholly owned subsidiary of the Company.
Also, the current management of Liquid will become the management of the
Company at the closing of the Merger transaction.

Pursuant to the Merger Agreement and as a result of the Merger, each share
of Liquid common stock outstanding at the effective time of the Merger will
be converted into 1 share of the Company's common stock (the "Exchange Ratio").
The Exchange Ratio was determined in accordance with the terms of the Merger
Agreement.  As a result of the Merger, stockholders of Liquid will receive an
aggregate number of shares of the Company's common stock representing
approximately 82.9% of the total number shares of the Company common stock
outstanding after the Merger.  Since the stockholders of Liquid will receive
the majority of the voting shares of the combined company, and the board of
directors and management of the Company are being selected by Liquid, the
merger will be accounted for as a reverse acquisition whereby Liquid was the
acquirer and the Company was the acquired entity for accounting purposes.
Hence, for accounting purposes no goodwill will be recorded.

If the Merger is completed, the Company's pre-merger net operating loss
carryforwards will be substantially limited, if not completely eliminated,
due to a lack of continuity of business enterprise under Section 382 of the
Internal Revenue Code.


                                     8
<PAGE>

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

     The Company is a development stage company.  Since its inception, the
Company has had no operations.  The Company was organized for the purpose of
engaging in any lawful activity permitted under Nevada state law; however,
the Company does not have any significant cash or other material assets, nor
does it have an established source of revenues sufficient to cover operating
costs and to allow it to continue as a going concern.  The Company intends to
take advantage of any reasonable business proposal presented which management
believes will provide the Company and its stockholders with a viable business
opportunity.  The board of directors will make the final approval in
determining whether to complete any acquisition, but may submit the proposal
to the shareholders for final approval.

     The original shareholders contributed a total of $25,383 in cash and
$7,617 in services as capital contributions for stock of the Company.  Since
inception the Company has borrowed funds from corporations related to the
Company for operating expenses.

     Management estimates that the cash requirements for the year ending
December 31, 2005, will be approximately $9,000, if no change in operations
occurs during the year.  Management anticipates that these funds will be
loaned to the Company on the same or similar terms as those of previous loans
to the Company.  There is no agreement with any of the companies and no
assurance that all or a portion of these funds will be loaned to the Company.
If the Company is unable to borrow such funds, management will seek other
sources of funding which are currently unknown to management.  There is no
assurance that such funding would be available or that if it is made
available, it could be obtained on terms favorable to the Company.

     The investigation of specific business opportunities and the
negotiation, drafting, and execution of relevant agreements, disclosure
documents, and other instruments will require substantial management time and
attention and will require the Company to incur costs for payment of
accountants, attorneys, and others.  If a decision is made not to participate
in or complete the acquisition of a specific business opportunity, the costs
incurred in a related investigation will not be recoverable.  Further, even
if an agreement is reached for the participation in a specific business
opportunity by way of investment or otherwise, the failure to consummate the
particular transaction may result in a loss to the Company of all related
costs incurred.

     Currently, management is not able to determine the time or resources
that will be necessary to locate and acquire or merge with a business
prospect.  There is no assurance that the Company will be able to acquire an
interest in any such prospects, products, or opportunities that may exist or
that any activity of the Company, regardless of the completion of any
transaction, will be profitable.  If and when the Company locates a business
opportunity, management of the Company will give consideration to the dollar
amount of that entity's profitable operations and the adequacy of its working
capital in determining the terms and conditions under which the

                                      9
<PAGE>

Company would consummate such an acquisition.  Potential business
opportunities, no matter which form they may take, will most likely result in
substantial dilution for the Company's shareholders due to the likely
issuance of stock to acquire such an opportunity.

Off-Balance Sheet Arrangements

     Management does not believe the Company has any off-balance sheet
arrangements that have, or are reasonable likely to have, a current or future
effect on our financial condition, changes in financial condition, revenues
or expenses, results of operations, liquidity, capital expenditures, or
capital resources which would be material to investors.

                       ITEM 3.  CONTROLS AND PROCEDURES

Evaluation of disclosure and controls and procedure

     Eric Chess Bronk, the Company's chief executive officer and principal
financial officer, has evaluated the effectiveness of the design and
operation of the Company's disclosure controls and procedures (as defined in
Rules 13a-15(e) under the Securities Exchange Act of 1934, as amended) as of
the end of the period covered by this quarterly report.  Based on that
evaluation the he has concluded that the Company's disclosure controls and
procedures are designed to ensure that information required to be disclosed
by the Company in the reports that it files or submits under the Exchange Act
is recorded, processed, summarized and reported within the time periods
specified in the SEC's rules and forms, and are operating in an effective
manner.

Changes in internal controls

     During the last quarter ended June 30, 2005, there were no changes in
the Company's internal control over financial reporting that have materially
affected, or are reasonably likely to materially affect, the Company's
internal control over financial reporting.

     It should be noted that any system of controls, however well designed
and operated, can provide only reasonable and not absolute assurance that the
objectives of the system will be met.  In addition, the design of any control
system is based in part upon certain assumptions about the likelihood of
future events.  Because of these and other inherent limitations of control
systems, there is only reasonable assurance that our controls will succeed in
achieving their stated goals under all potential future conditions.

                                   PART II

               ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES

     In our Form 10-QSB filed on May 16, 2005, we reported under Item 5 that
on May 13, 2005, a total of 186,000 shares of common stock had been issued at
$.20 per share for conversion

                                      10
<PAGE>

of outstanding debt.  In our Form 8-K dated June 27, 2005, and filed with the
SEC on June 28, 2005, we also reported the issuance of these same shares on
June 27, 2005.  Both reports reference the same transaction and the correct
issuance date of the shares was June 27, 2005.  The number of shares
reflected in these reports was also incorrectly rounded off.  The correct
number of shares issued was 192,948 rather than 186,000.  Set forth below are
the corrected number of shares issued to the following individuals on June 27,
2005:

                                        Number
     Name                               of Shares           Amount
     ----                               ---------           ------
     Cygni Capital, LLC                 61,853              $12,370.54
     Rigel Funds Management, Ltd        94,297              $18,859.30
     Ronald N. Vance                    36,798              $7,359.62

These shares were issued without registration under the Securities Act by
reason of the exemption from registration afforded by the provisions of
Section 4(2) thereof, and Rule 504 promulgated thereunder, as a transaction
by an issuer not involving any public offering.  Each investor delivered
appropriate investment representations with respect to this transaction and
consented to the imposition of restrictive legends upon the certificates
evidencing such shares.  Each investor represented that he or she had not
entered into the transaction with the Company as a result of or subsequent to
any advertisement, article, notice, or other communication published in any
newspaper, magazine, or similar media or broadcast on television or radio, or
presented at any seminar or meeting.  Each investor further represented that
he or she had been afforded the opportunity to ask questions of the Company's
management and to receive answers concerning the terms and conditions of the
transaction.  No underwriting discounts or commissions were paid in
connection with such issuance.

                          ITEM 5. OTHER INFORMATION

     On August 22, 2005, the Company entered into an Agreement of Merger with
The Liquid Group, Inc., a Nevada corporation ("Liquid"), and Mezzanine
Acquisitions Corp., a Nevada corporation and wholly-owned subsidiary of the
Company formed solely for the purpose of the merger ("Newco").  The agreement
provides for Newco to be merged with and into Liquid and the separate
corporate existence of Newco will thereupon cease (the "Merger").  Liquid
will be the surviving corporation in the Merger and will continue to exist
under its present name as a wholly owned subsidiary of the Company.  The
separate corporate existence of Liquid with all its rights, privileges,
immunities and franchises will continue unaffected by the Merger.

     At the close of the Merger, the Company will issue one share of common
stock for each share of common stock of Liquid outstanding at the effective
time of the Merger.  The Company anticipates issuing 9,312,500 shares of its
common stock in exchange for a like number of outstanding shares of Liquid's
common stock.  The Company will not issue any fractional shares and the
shares issued to the shareholders of Liquid will have piggyback registration
rights.  As a result of the Merger, the shareholders of Liquid will own
approximately 83% of the outstanding

                                      11
<PAGE>

stock of the Company.  The shares to be issued to the shareholders of Liquid
in the Merger will not be and have not been registered under the Securities
Act and may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements.

     In addition, at the close of the Merger, the officers and directors of
the Company will change.  The current officers and directors of Liquid will
become the officers and directors of the Company.  The current management of
the Company will resign at closing.

     The Company will also adopt Liquid's stock option plan authorizing the
issuance of up to 3,000,000 shares.  Prior to the closing of the Merger, no
options or shares will have been granted or issued under the plan.

     The following is a brief description of the material relationships
between the Company, or its affiliates, and Liquid or any other parties to
the Merger:

  *  Jason Daggett, the president and a director of Liquid, is the president
     of Monico Capital Partners, LLC, is the vice-president and a
     non-managing member of Cygni Capital, LLC, and is a shareholder and an
     Advisory Board member of Caneum, Inc. and Trycera Financial, Inc.  Prior
     to January 1, 2005, Cygni Capital LLC had owned a non-managing 50%
     interest in Monico Capital Partners, LLC, which as of that date has been
     transferred to Mr. Daggett.  Both Monico and Cygni are financial
     service companies which offer services similar to Liquid.

  *  Stephen Murphy, the CFO of Liquid, performs accounting services for
     Cygni Capital LLC, Monico Capital Partners, LLC, and Caneum, Inc.

  *  On March 15, 2005, Liquid entered into a financial services consulting
     agreement with Cygni Capital LLC, whereby Cygni Capital provides advice
     and consultation to management regarding general business and corporate
     finance issues and planning.  Eric Chess Bronk, the sole officer and
     director of the Company, is the managing member of Cygni Capital LLC.
     The six month consulting agreement is automatically renewable for an
     additional six month term unless terminated at least 30 days prior to
     expiration, and may be terminated after the initial six month period by
     either party upon 30 days' notice.  Cygni receives a consulting fee of
     $4,500 per month during the term of the agreement.

  *  On March 15, 2005, Liquid entered into a consulting agreement with Rigel
     Funds Management, Ltd., a Bahamian financial consulting and
     international management services company, to provide advice and
     consultation to management regarding international marketing of its
     services.  Michael R. H. Powell, a director of Liquid, and Mr. Bronk are
     board members of Rigel.  The consulting agreement may be terminated by
     either party at any time.  Rigel currently receives a consulting fee of
     $3,500 per month.

                                      12
<PAGE>

  *  Mr. Daggett is the co-manager of Trymetris Fund I, LLC, a private hedge
     fund.  This fund has invested in Liquid and two of its clients,
     Caneum, Inc. and Trycera Financial, Inc.

  *  Mr. Bronk is also a shareholder of Liquid.

     The closing date of the Merger has not yet been scheduled and will be
conditioned upon each of the shareholders of Liquid meeting certain
suitability standards.

                              ITEM 6.  EXHIBITS

(a)  Exhibits.

     2.1 & 10.12    Agreement of Merger with The Liquid Group
     31.1           Rule 13a-14(a) Certification by Principal Executive Officer
     31.2           Rule 13a-14(a) Certification by Principal Financial Officer
     32             Section 1350 Certification of Principal Executive Officer
                    and Principal Financial Officer

                                  SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.

                                        Mezzanine Investment Corporation

Date:  August 22, 2005                  By:  /s/ Eric Chess Bronk
                                             Eric Chess Bronk, President and
                                             Treasurer (Principal Executive
                                             Officer and Principal Financial
                                             and Accounting Officer)


                                      13