**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**Form
      10** - **QSB/A**








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


For
      the
      quarter ended March 31, 2006








**TABATHA
      V, INC.**


(Name
      of
      small business in its charter)





Colorado
            0-31767
            84-1536521(State
                or other jurisdiction of incorporation)
            (Commission
                File Number)
            (IRS
                Employer Identification Number)3940-7
                Broad Street, Ste. 200, San Luis Obispo, CA
            93401(Address
                of principal executive offices)
            (Zip
                Code)





Registrant’s
      telephone number, including area code:  (866) 297-7192





Check
      whether the issuer (1) 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 ____





Applicable
      only to issuers involved in bankruptcy proceedings during the past five
      years:





Check
      whether the issuer has filed all documents and reports required to be filed
      by
      Section 12, 13 or 15(d) of the Exchange Act after the distribution of securities
      under a plan confirmed by a court. Yes ___ No ___





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





Applicable
      only to corporate issuers:





State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date: 366,875 common shares issued and outstanding
      as of March 31, 2006.





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





***Page
          - 1***


**PART
      I - FINANCIAL INFORMATION**





ITEM
      1.
 FINANCIAL STATEMENTS AND EXHIBITS





(a)
      The
      unaudited financial statements of registrant as of and for the period ending
      March 31, 2006 follow.














**TABATHA
      V, INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**





**UNAUDITED
      FINANCIAL STATEMENTS**





**MARCH
      31, 2006**











***Page
          - 2***




















TABATHA
      V, INC.


(A
      DEVELOPMENT STAGE COMPANY)








INDEX
      TO
      UNAUDITED FINANCIAL STATEMENTS








PAGEBALANCE
                SHEET (UNAUDITED)
            2STATEMENTS
                OF OPERATIONS
                (UNAUDITED)
            3STATEMENTS
                OF CASH FLOWS (UNAUDITED)
            4NOTES
                TO UNAUDITED FINANCIAL STATEMENTS
            5










***Page
          - 3***





TABATHA
      V, INC.


(A
      DEVELOPMENT STAGE COMPANY)





BALANCE
      SHEET (UNAUDITED)





March
                  31,ASSETS
              
              2006Current
                  assetsCash
              
              $
              -Total
                  current assets
              
              
              -Total
                  assets
              
              $
              -LIABILITIES
                  AND STOCKHOLDERS' DEFICITCurrent
                  liabilitiesAccounts
                  payable and accrued liabilities
              
              $
              6,675Total
                  current liabilities
              
              
              6,675Stockholders'
                  deficitPreferred
                  stock:no
                  par value; 10,000,000 shares authorized; no shares issued and
                  outstanding
              
              
              -Common
                  stock:no
                  par value; 200,000,000 shares authorized; 366,875 shares issued
                  and
                  outstanding
              
              
              76,925Deficit
                  accumulated during the development stage
              
              
              (83,600
              )Total
                  stockholders' deficit
              
              
              (6,675
              )Total
                  liabilities and stockholders' deficit
              
              $
              -










See
      notes
      to unaudited financial statements.








***Page
            - 4***





TABATHA
      V, INC.


(A
      DEVELOPMENT STAGE COMPANY)





STATEMENTS
      OF OPERATIONS (UNAUDITED)





Three
                  months ended
              Nine
                  months ended
              Period
                  from March 17, 2000 [inception] toMarch
                  31,
              
              March
                  31,
              
              March
                  31,2006
              
              
              2005
              
              
              2006
              
              
              2005
              
              
              2006Revenues
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -Operating
                  expensesSelling,
                  general and administrative expense
              
              
              -
              
              
              371
              
              
              253
              
              
              901
              
              
              45,141Accounting
              
              
              -
              
              
              300
              
              
              1,000
              
              
              4,275
              
              
              12,099Legal
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              4,518Rent
              
              
              -
              
              
              150
              
              
              150
              
              
              450
              
              
              3,300Office
                  supplies
              
              
              -
              
              
              -
              
              
              -
              
              
              312
              
              
              982Non-cash
                  compensation
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              17,800Total
                  operating expenses
              
              
              -
              
              
              821
              
              
              1,403
              
              
              5,938
              
              
              83,840Operating
                  loss
              
              
              -
              
              
              (821
              )
              
              (1,403
              )
              
              (5,938
              )
              
              (83,840
              )Other
                  incomeInterest
                  income
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              240Total
                  other income
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              240Net
                  loss before income taxes
              
              
              -
              
              
              (821
              )
              
              (1,403
              )
              
              (5,938
              )
              
              (83,600
              )Provision
                  for income taxes
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -Net
                  loss
              
              $
              -
              
              $
              (821
              )
              $
              (1,403
              )
              $
              (5,938
              )
              $
              (83,600
              )Basic
                  and diluted net loss per share
              
              $
              -
              
              $
              (0.00
              )
              $
              (0.00
              )
              $
              (0.02
              )Weighted
                  average number of shares outstanding
              
              
              366,875
              
              
              366,708
              
              
              366,875
              
              
              362,459


See
        notes
        to unaudited financial statements.







***Page
          - 5***





TABATHA
      V, INC.


(A
      DEVELOPMENT STAGE COMPANY)





STATEMENTS
      OF CASH FLOWS (UNAUDITED)


Nine
                  months ended
              
              Period
                  from March 17, 2000 [inception] toMarch
                  31,
              
              March
                  31,2006
              
              2005
              
              2006Cash
                  flows from operating activities:Net
                  loss
              
              $
              (1,403
              )
              $
              (5,938
              )
              $
              (83,600
              )Adjustments
                  to reconcile net loss tonet
                  cash used in operations:Rent
                  expense
              
              
              150
              
              
              450
              
              
              3,300Stock
                  issued for services
              
              
              
              
              
              -
              
              
              43,525Warrants
                  issued for services
              
              
              
              
              
              -
              
              
              13,300Changes
                  in operating assets and liabilities:Accounts
                  payable and accrued liabilities
              
              
              -
              
              
              (1,875
              )
              
              6,675Net
                  cash used in operating activities
              
              
              (1,253
              )
              
              (7,363
              )
              
              (16,800
              )Cash
                  flows from financing activities:Issuance
                  of common stock
              
              
              1,200
              
              
              6,375
              
              
              16,800Net
                  cash provided by financing activities
              
              
              1,200
              
              
              6,375
              
              
              16,800Decrease
                  in cash and cash equivalents
              
              
              (53
              )
              
              (988
              )
              
              -Cash
                  and cash equivalents, beginning of period
              
              
              53
              
              
              1,191
              
              
              -Cash
                  and cash equivalents, end of period
              
              $
              -
              
              $
              203
              
              $
              -Supplemental
                  disclosures of cash flow information:Cash
                  paid for interest
              
              $
              -
              
              $
              -Cash
                  paid for income taxes
              
              $
              -
              
              $
              -







See
      notes
      to unaudited financial statements.






***Page
          - 6***




TABATHA
        V, INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 
 NOTES
        TO UNAUDITED FINANCIAL STATEMENTS





1.  INTERIM
      FINANCIAL STATEMENTS





The
      accompanying financial statements have been prepared by Tabatha V, Inc. 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 as allowed by such rules and
      regulations, and management believes that the disclosures are adequate to make
      the information presented not misleading. These financial statements include
      all
      of the adjustments which, in the opinion of management, are necessary to a
      fair
      presentation of financial position and results of operations. All such
      adjustments are of a normal and recurring nature. These financial statements
      should be read in conjunction with the audited financial statements as of June
      30, 2005, as filed with Form 10-KSB.





2.  COMMON
      STOCK





On
      October 1, 2005 the Company issued 10,000,000 (500,000 post split) shares of
      its
      common stock for 100% of the outstanding common stock of Power Save Energy
      Corp
      (“Power Save”), a newly formed Nevada corporation in the business of selling,
      marketing and distributing a certain electricity conservation device to
      residential and commercial users of electricity. The acquisition agreement
      was
      rescinded in December 2005, resulting in the cancellation of the 10,000,000
      (500,000 post split) shares.





On
      October 17, 2005 the Company effected a 1:100 reverse stock split. Issued and
      outstanding shares prior to the split totaled 17,337,500 and shares directly
      after the split totaled 173,375. On November 3, 2005 the Company effected a
      5:1
      forward stock split. Issued and outstanding shares prior to the split totaled
      29,173,375 and shares directly after the split totaled 145,866,875. The net
      effect of the two splits is equivalent to a single 1:20 reverse stock split.
      These financial statements have been retroactively restated to show the effect
      of the 1:20 ratio as of the beginning of the first period
      presented.





On
      November 3, 2005 the Company issued 29,000,000 (145,000,000 post split) shares
      of its common stock for $145,000 in cash. When the above referenced acquisition
      agreement was canceled the cash was returned to the buyer and the shares were
      canceled.





On
      November 12, 2005 the Company issued 1,250,000 shares of its common stock for
      $125,000 in cash. When the above referenced acquisition agreement was canceled
      the cash was returned to the buyer and the shares were canceled.





The
      Company had 366,875 shares of common stock issued and outstanding at June 30,
      2005 and March 31, 2006 after giving effect to the stock splits and the
      issuances and cancellations.








***Page
          - 7***




TABATHA
        V, INC.
 (A
        DEVELOPMENT STAGE COMPANY)
 
 NOTES
        TO
        UNAUDITED FINANCIAL STATEMENTS










3.  CORPORATE
      ACTIONS





On
      November 1, 2005 the Company changed its name to Power-Save Energy Corp.
      pursuant to its acquisition of Power Save Energy Corp., and on December 27,
      2005
      the name was changed back to Tabatha V, Inc. as a result of the cancellation
      of
      the acquisition agreement.





***Page
          - 8***





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





SPECIAL
      NOTE OF CAUTION REGARDING FORWARD-LOOKING STATEMENTS





Certain
      statements in this report, including statements in the following discussion
      which are not statements of historical fact, are what are known as “forward
      looking statements,” which are basically statements about the future.  For
      that reason, these statements involve risk and uncertainty since no one can
      accurately predict the future.  Words such as “plans,” “intends,” “will,”
“hopes,” “seeks,” “anticipates,” “expects” and the like often identify such
      forward looking statements, but are not the only indication that a statement
      is
      a forward looking statement.  Such forward looking statements include
      statements concerning our plans and objectives with respect to the present
      and
      future operations of the Company, and statements which express or imply that
      such present and future operations will or may produce revenues, income or
      profits.  Numerous factors and future events could cause the Company to
      change such plans and objectives or fail to successfully implement such plans
      or
      achieve such objectives, or cause such present and future operations to fail
      to
      produce revenues, income or profits.





Therefore,
      the reader is advised that the following discussion should be considered in
      light of the discussion of risks and other factors contained in this report
      on
      Form 10-QSB and in the Company’s other filings with the Securities and Exchange
      Commission.  No statements contained in the following discussion should be
      construed as a guarantee or assurance of future performance or future results.





During
      the period from March 17, 2000 (inception) through September 30, 2005, the
      Company did not engage in any significant operations other than organizational
      activities, acquisition of capital and preparation and filing of its
      registration statement on Form 10-SB under the Securities Exchange Act of 1934,
      as amended, compliance with its periodical reporting requirements and initial
      efforts to locate a suitable merger or acquisition candidate. No revenues were
      received by the Company during this period. The Company continued its efforts
      to
      locate a suitable business acquisition candidate and thereafter to complete
      a
      business acquisition transaction. The Company anticipated incurring a loss
      for
      the fiscal year as a result of expenses associated with compliance regarding
      the
      reporting requirements of the Securities Exchange Act of 1934, and expenses
      associated with locating and evaluating acquisition candidates. The Company
      did
      not expect to generate revenues until it completed a business acquisition,
      and,
      depending upon the performance of the acquired business, it may also continue
      to
      operate at a loss after completion of a business combination. During the month
      of August, the Company did engage in negotiations with Power Save Energy Corp.
      regarding a share exchange.





As
      of
      March 31, 2006 the Company is still in the development stage. The Company can
      not predict to what extent its liquidity and capital resources would have been
      diminished prior to or after the consummation of a business combination or
      whether its capital will be further depleted by the operating losses (if any)
      of
      the business entity which the Company may eventually acquire.





ITEM
      3.
      CONTROLS AND PROCEDURES





The
      Company's Chief Executive Officer and Chief Financial Officer (or those persons
      performing similar functions), after evaluating the effectiveness of the
      Company's disclosure controls and procedures (as defined in Rules 13a-14(c)
      and
      15d-14(c) under the Securities Exchange Act of 1934, as amended) as of a date
      within 90 days before the filing date of this quarterly report (the "Evaluation
      Date"), have concluded that, as of the Evaluation Date, the Company's disclosure
      controls and procedures were effective to ensure the timely collection,
      evaluation and disclosure of information relating to the Company that would
      potentially be subject to disclosure under the Securities Exchange Act of 1934,
      as amended, and the rules and regulations promulgated thereunder. There were
      no
      significant changes in the Company's internal controls or in other factors
      that
      could significantly affect the internal controls subsequent to the Evaluation
      Date.





***Page
          - 9***





**PART
      II - OTHER INFORMATION**


ITEM
      1.
      Legal proceedings





Management
      of the Company is not aware of any legal proceedings contemplated by any
      governmental authority or other party involving the Company or its subsidiaries
      or its properties. No director, officer or affiliate of the Company is (i)
      a
      party adverse to the Company in any legal proceedings; or (ii) has an adverse
      interest to the Company in any legal proceedings. Management is not aware of
      any
      other legal proceedings pending or that have been threatened against the
      Company, its subsidiaries or its properties.





ITEM
      2.
      Changes in Securities.





No
      report
      required.





ITEM
      3.
      Defaults upon Senior Securities





No
      report
      required.





ITEM
      4.
      Submission of Matters to Vote of Securities Holders





No
      report
      required.


ITEM
      5.
      Other Information





No
      report
      required.





ITEM
      6.
      EXHIBITS.





The
      following exhibits are filed herewith:








31.1


Certification
      pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of
      1934, as amended.





32.1


Certification
      pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.





***Page
          - 10***




**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.













**TABATHA
      V, INC.**













By:*/S/
      Michael Forster*




Michael
      Forster, Chief Financial Officer and a Director




Date:
      May
      15, 2006




***Page
          - 11***










EXHIBIT
      31














***Page
          - 12***
 
   **CERTIFICATIONS
        PURSUANT TO**
 **SECTION
        302 OF THE SARBANES-OXLEY ACT OF 2002**


CERTIFICATION
  I,
        Michael Forster,,certify that:
  1.
        I have
        reviewed this quarterly report on Form 10-QSB of Tabatha V, Inc.;
  2.
        Based
        on my knowledge, this quarterly report does not contain any untrue statement
        of
        a material fact or omit to state a material fact necessary to make the
        statements made, in light of the circumstances under which such statements
        were
        made, not misleading with respect to the period covered by this report;
  3.
        Based
        on my knowledge, the financial statements, and other financial information
        included in this report, fairly present in all material respects the financial
        condition, results of operations and cash flows of the small business issuer
        as
        of, and for, the periods presented in this report;
  4.
        The
        small business issuer’s other certifying officer(s) and I are responsible for
        establishing and maintaining disclosure controls and procedures (as defined
        in
        Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
        reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for
        the
        small business issuer and have:
  (a)
        Designed such disclosure controls and procedures, or caused such disclosure
        controls and procedures to be designed under our supervision, to ensure that
        material information relating to the small business issuer, including its
        consolidated subsidiaries, is made known to us by others within those entities,
        particularly during the period in which this report is being prepared;
  (b)
        Designed such internal control over financial reporting, or caused such internal
        control over financial reporting to be designed under our supervision, to
        provide reasonable assurance regarding the reliability of financial reporting
        and the preparation of financial statements for external purposes in accordance
        with generally accepted accounting principles;
  (c)
        Evaluated the effectiveness of the small business issuer’s disclosure controls
        and procedures and presented in this report our conclusions about the
        effectiveness of the disclosure controls and procedures, as of the end of
        the
        period covered by this report based on such evaluation; and
  (d)
        Disclosed in this report any change in the small business issuer’s internal
        control over financial reporting that occurred during the small business
        issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
        quarter in the case of an annual report) that has materially affected, or
        is
        reasonably likely to materially affect, the small business issuer’s internal
        control over financial reporting; and
  5.
        The
        small business issuer’s other certifying officer(s) and I have disclosed, based
        on our most recent evaluation of internal control over financial reporting,
        to
        the small business issuer’s auditors and the audit committee of the small
        business issuer’s board of directors (or persons performing the equivalent
        functions):
  (a)
        All
        significant deficiencies and material weaknesses in the design or operation
        of
        internal control over financial reporting which are reasonably likely to
        adversely affect the small business issuer’s ability to record, process,
        summarize and report financial information; and
  (b)
        Any
        fraud, whether or not material, that involves management or other employees
        who
        have a significant role in the small business issuer’s internal control over
        financial reporting.
   Date:
        May
        19, 2006
   /s/ Michael
        Forster
 Michael
        Forster,
   Chief Financial Officer






***Page
          - 13***
 
      EXHIBIT
        32











***Page
          - 14***





**CERTIFICATION
        PURSUANT TO**
 **18
        U.S.C. SECTION 1350,**
 **AS
        ADOPTED PURSUANT TO**
 **SECTION
        906 OF THE SARBANES-OXLEY ACT OF 2002**
  In
        connection with the Quarterly Report of Tabatha V, Inc. on Form 10-QSB
        for the period ending March 31, 2006 as filed with the Securities and Exchange
        Commission on the date hereof (the “Report”), I, Michael Forster,, President and
        Chief Financial Officer of Tabatha V, certify, pursuant to s.906 of the
        Sarbanes-Oxley Act of 2002, that:
  (1)
        The
        Report fully complies with the requirements of section 13(a) or 15(d) of
        the
        Securities Exchange Act of 1934; and
  (2)
        The
        information contained in the Report fairly represents, the financial condition
        and result of operations of Tabatha V, Inc..
   Date:
          May
          19, 2006
  /s/
          Michael Forster
 Michael
          Forster,
  Chief Financial Officer




***Page
          - 15***