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



                                   FORM 10-QSB



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



                For the quarterly period ended September 30, 2005


                        Commission File Number: 000-50935


                    Pride, Inc. and Consolidated Subsidiaries
        ----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


           Colorado                                        94-3405810
-------------------------------                ---------------------------------
(State of other jurisdiction of                (IRS Employer Identification No.)
 incorporation or organization)


                 2525 Fifteenth Street, Ste 3H, Denver, CO 80211
           ----------------------------------------------------------
           (Address of principal executive offices including zip code)


                                 (303) 480-5037
                           --------------------------
                           (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 preceding 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___


As of November 21, 2005, the Registrant had 1,287,393 shares of common stock, no
par value per share, outstanding.

Transitional Small Business Disclosure Format (check one): Yes___    No X

<PAGE>

                                      INDEX
                                      -----

                                                                           Page
                                                                          Number
                                                                          ------

Part I.     Financial Information

      Item I.  Financial Statements

               Consolidated Balance Sheet as of September 30,
                 2005(unaudited) and June 30, 2005                          3

               Consolidated Statements of Operations, Three
                 Months Ended September 30, 2005 and 2004
                 (unaudited)                                                4

               Consolidated Statements of Cash Flows, Three
                 Months Ended September 30, 2005 and 2004
                 (unaudited)                                                5

               Notes to Consolidated Financial Statements                   6

      Item 2.  Management's Discussion and Analysis of
                 Financial Conditions and Results of
                 Operations                                                 7

Part II.    Other Information                                               9

Signatures                                                                 10






                                       2
<PAGE>

                                   PRIDE, INC.
                          AND CONSOLIDATED SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS
                                                    September 30,    June 30,
                                                        2005           2005
                                                     (Unaudited)   (See Note 1)
                                                    ------------   ------------
Current Assets
 Cash                                               $    396,250   $    251,754
 Mortgage notes receivable, current portion               20,527         27,148
 Investment in certificates of purchase                1,080,673      1,387,613
 Marketable equity securities                             71,630         27,550
 Other                                                     3,230         17,899
                                                    ------------   ------------
Total Current Assets                                   1,572,310      1,711,964

Real estate, net of accumulated depreciation
 of $73,578 and $66,184 at September 30, 2005
 and June 30, 2005                                     1,067,004        996,302
Equipment and furnishings, net of accumulated
 depreciation of $65,734 and $62,528 at
 September 30, 2005 and June 30, 2005                     16,172         19,378
Mortgage notes receivable, net of current portion        116,358        145,712
Note receivable                                          103,137        104,242
                                                    ------------   ------------
Total Assets                                        $  2,874,981   $  2,977,598
                                                    ============   ============

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
 Accounts payable                                           --           13,498
 Officer's compensation payable                             --          126,400
 Deferred taxes payable, current                             984            934
 Accrued expenses                                         23,244         16,348
                                                    ------------   ------------
  Total Current Liabilities                               24,228        157,180

Deferred taxes payable, net of current portion           122,176        110,347
                                                    ------------   ------------
Total Liabilities                                        146,404        267,527
                                                    ------------   ------------
Stockholders' Equity:
 Preferred Stock, no par value, 1,000,000
  shares authorized, none issued and outstanding            --             --
 Common Stock, no par value, 200,000,000
  shares authorized, 1,287,393 shares issued
  and outstanding                                      1,986,104      1,986,104
 Unrealized appreciation, marketable equity
  securities                                              43,694         16,805
 Retained earnings                                       698,779        707,162
                                                    ------------   ------------
Total Stockholders' Equity                             2,728,577      2,710,071
                                                    ------------   ------------
Total Liabilities and Stockholders' Equity          $  2,874,981   $  2,977,598
                                                    ============   ============


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

                                       3
<PAGE>

                                   PRIDE, INC.
                          AND CONSOLIDATED SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                  Three Months Ended
                                           September 30,    September 30,
                                                2005             2004
                                           -------------    -------------

Revenues
 Rent income, related party                $       1,500    $       1,500
 Interest income                                  26,601           22,481
                                           -------------    -------------
                                                  28,101           23,981
                                           -------------    -------------
Expenses
 Depreciation                                     10,600            4,170
 Professional fees                                18,430           20,348
 Other                                            12,766            4,156
                                           -------------    -------------
                                                  41,796           28,674
                                           -------------    -------------
Income (loss) from continuing operations         (13,695)          (4,693)

Discontinued operations:
 Loss on discontinued operations                    --               (417)
                                           -------------    -------------
Net Income (Loss) before Provision for
 Income Taxes                                    (13,695)          (5,110)
                                           -------------    -------------
Provision (benefit) for income taxes:
Deferred                                          (5,312)            --
                                           -------------    -------------
                                                  (5,312)            --
                                           -------------    -------------
Net Income (Loss)                          $      (8,383)   $      (5,110)
                                           -------------    -------------
Per Share                                  $        (.01)   $         Nil
                                           =============    =============
Weighted Average Number of Shares
 Outstanding                                   1,287,393        1,287,393
                                           =============    =============



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

                                       4
<PAGE>
<TABLE>
<CAPTION>

                                   PRIDE, INC.
                          AND CONSOLIDATED SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                          Three Months Ended
                                                   September 30,    September 30,
                                                        2005             2004
                                                   -------------    -------------
<S>                                                <C>              <C>
Cash Flows from (Used in):
 Operating Activities of Continuing Operations:
  Net (loss)                                       $      (8,383)   $      (5,110)
  Less:  (Loss) from discontinued operations                --               (417)
                                                   -------------    -------------
 Net (Loss) from Continuing Operations                    (8,383)          (4,693)

 Adjustments to reconcile net (loss) from
  continuing operations to net cash from
  operating activities of continuing operations:
    Depreciation                                          10,600            4,170
   (Increase) decrease in:
     A/R - related party                                    --             (6,000)
   Increase (decrease) in:
     Income tax payable                                     --            (19,239)
     Deferred tax payable                                 (5,312)            --
     Accounts payable and accrued expenses                (6,602)           5,352
     Officer's compensation payable                     (126,400)        (104,510)
   Other                                                  14,669           (5,683)
                                                   -------------    -------------
Net Cash (Used in) Operating Activities of
 Continuing Operations                                  (121,428)        (130,603)
                                                   -------------    -------------
Cash Flows from (used in):
 Investing Activities of Continuing Operations:
 (Investment) in real estate and equipment               (78,096)            --
 (Investment) in certificates of purchase               (707,946)      (1,065,769)
 Collection of note receivable                             1,105             --
 Redemption of certificates of purchase                1,014,886        1,006,747
 Collection of mortgage notes receivable                  35,975          193,547
                                                   -------------    -------------
Net Cash Provided by Investing Activities
 of Continuing Operations                                265,924          134,525
                                                   -------------    -------------
Cash Flows from Financing Activities of
 Continuing Operations                                      --               --
                                                   -------------    -------------
Discontinued Operations:
Net Cash Provided by Discontinued Operations                --              4,344
                                                   -------------    -------------
Net Cash Provided by Discontinued Operations                --              4,344
                                                   -------------    -------------
Increase in Cash                                         144,496            8,266

Cash, Beginning of Period                                251,754          475,669
                                                   -------------    -------------
Cash, End of Period                                $     396,250    $     483,935
                                                   =============    =============
Interest Paid                                      $        --      $        --
                                                   =============    =============
Income Taxes Paid                                  $        --      $        --
                                                   =============    =============
</TABLE>

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

                                       5
<PAGE>

                                   PRIDE, INC.
                          AND CONSOLIDATED SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         September 30, 2005 (Unaudited)


(1)   Unaudited Financial Statements

The balance sheet as of September 30, 2005, the statements of operations and the
statements of cash flows for the three month periods ended September 30, 2005
and 2004, have been prepared by Pride, Inc. (Company) without audit, pursuant to
the rules and regulations of the Securities and Exchange Commission. Certain
information and footnote disclosures, normally included in the financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America, have been condensed or omitted as allowed by
such rules and regulations, and the Company believes that the disclosures are
adequate to make the information presented not misleading. The results of
operations for the three months ending September 30, 2005 are not necessarily
indicative of results expected for the full year ending June 30, 2005. In the
opinion of management, all adjustments (which include only normal recurring
adjustments) necessary to present fairly the financial position, results of
operations and changes in financial position at September 30, 2005 and for all
periods presented, have been made.

It is suggested that these statements be read in conjunction with the June 30,
2005 audited financial statements and the accompanying notes included in the
Company's Report on Form 10-SB, filed with the Securities and Exchange
Commission.










                                       6
<PAGE>

                                     ITEM 2

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

Certain statements in this Management's Discussion and Analysis of Financial
Condition and Results of Operations which are not historical facts are
forward-looking statements such as statements relating to future operating
results, existing and expected competition, financing and refinancing sources
and availability and plans for future development or expansion activities and
capital expenditures. Such forward-looking statements involve a number of risks
and uncertainties that may significantly affect our liquidity and results in the
future and, accordingly, actual results may differ materially from those
expressed in any forward-looking statements. Such risks and uncertainties
include, but are not limited to, those related to effects of competition,
leverage and debt service financing and refinancing efforts, general economic
conditions, changes in laws and regulations, and risks related to merger and
acquisition activities. The following discussion and analysis should be read in
conjunction with the financial statements and notes thereto appearing elsewhere
in this report.

Overview

The Company was organized on August 22, 2001 under the laws of the state of
Colorado. Its wholly-owned subsidiary, Pride Holdings, Inc. and its
subsidiaries, Pride Lending, Inc. and Pride Investments, Inc. were also
organized on August 22, 2001 under the laws of the state of Colorado. Effective
August 22, 2001, all of the assets, liabilities and business operations of Prime
Rate Income & Dividend Enterprises, Inc. (PIDV) were contributed to the Company
and its subsidiaries. The Company issued 1,325,000 shares of its restricted
common stock to PIDV for the assets, liabilities and business it received from
PIDV. Predecessor cost basis of assets and liabilities were carried over to the
Company. The retained earnings of PIDV were carried over to the Company since
PIDV was its predecessor, and in effect, the same operating business. The
Company was a wholly-owned subsidiary of PIDV. PIDV entered into a share
exchange agreement with U.S. Medical Systems, Inc. (USMS) effective November 12,
2002, whereby USMS became a wholly-owned subsidiary of PIDV. This business
combination completed in November 2002, was accounted for as a reverse
acquisition of PIDV since the former controlling shareholders of USMS controlled
PIDV after the transaction. During March 2004, PIDV changed its name to U.S.
MedSys Corp. Since USMS's business is not related to the real estate and
mortgage investment business of PRIDE, the PIDV directors decided it was in the
best interest of PIDV and the Company and PIDV's shareholders to spin-off the
Company. The conditions of the business combination agreement with USMS
stipulate that PRIDE would be spun-off to PIDV shareholders. The shares of PRIDE
are being held by Michael L. Schumacher, President, for the benefit of PIDV
shareholders, in escrow with instructions to distribute the PRIDE shares when a
registration statement is effective with the Securities and Exchange Commission.
Management continues operations of PRIDE in the same manner as prior to the pro
rata spin-off. On November 12, 2002, the directors of PIDV approved, subject to
the effectiveness of a registration statement with the Securities and Exchange
Commission, the pro rata spin-off of the Company to the PIDV shareholders of
record on November 26, 2002 on a pro rata basis, exclusive of shares issued to
U.S. Medical Systems, Inc. (USMS) shareholders effective November 12, 2002. At
November 26, 2002, there were 1,350,000 shares of PIDV outstanding that were
entitled to receive spin-off shares. Subsequent to November 26, 2002, 62,607
share distribution rights were received and then canceled as described in Note
6, leaving 1,287,393 shares of the Company's common stock held by the Company's
President in trust for the benefit of the shareholders described above.

                                       7
<PAGE>

The consolidated financial statements include the accounts of the Company and
its wholly-owned subsidiary Pride Holdings, Inc. (PHI) and PHI's wholly-owned
subsidiaries Pride Investments, Inc. and Pride Equities, Inc. The consolidated
financial statements also include the accounts of 51.6% owned subsidiary
National Superstars, Inc. since acquisition in September 2003, 98% owned
subsidiary Federal Mortgage Corporation of Puerto Rico, Inc. (FM) since
acquisition in January 2004, FM's 100% owned subsidiary Pride Lending, Inc., the
Company's 51% owned subsidiary Marwich II, Ltd. since acquisition in November
2004, and its 75% owned subsidiary Springfield Financial, Inc. since acquisition
in January 2005. All intercompany account balances have been eliminated in the
consolidation.

Effective September 30, 2005, Pride Holdings, Inc. contributed 100% ownership of
Pride Lending, Inc. to Federal Mortgage Corporation of Puerto Rico, Inc. (FM)
for additional stock. Prior to the contribution, Pride Holdings, Inc. owned 90%
of FM and after the contribution Pride Holdings, Inc. owned 98%.

The Company is principally in the investment business. The Company principally
invests in real estate, real estate mortgage loans and foreclosure certificates
of purchase.

Results of Operations

Revenue for the three month period ended September 30, 2005 was $28,101 as
compared to $23,981 for the three month period ended September 30, 2004, an
increase of $4,120. Interest income amounted to $26,601 for the three month
period ended September 30, 2005 as compared to $22,481 for the three month
period ended September 30, 2004, an increase of $4,120. This increase resulted
from the Company's increased yield on real estate certificates of purchase.

Operating expenses for the three month period ended September 30, 2005 amounted
to $41,796 as compared to $28,674 for the three month period ended September 30,
2004, an increase of $13,122. Professional fees amounted to $18,430 for the
three month period ended September 30, 2005 as compared to $20,348, a decrease
of $1,918. Other expenses increased by $8,610, and were related to costs
incurred on recently acquired properties.

Net loss for the three month period ended September 30, 2005 amounted to
($8,383) as compared to ($5,110) during the three month period ended September
30, 2004, a decrease of $3,273.

Liquidity and Capital Resources

Working capital was $1,548,082 at September 30, 2005 as compared to $1,554,784
at June 30, 2005. The Company's stockholders' equity was $2,728,577 at September
30, 2005 as compared to $2,710,071 at June 30, 2005. The increase in
stockholders' equity related to an increase of $26,889 in appreciation of
marketable securities less a loss of ($8,383) for the three months ended
September 30, 2005. The Company has made no commitments that would require any
material increase in capital resources. The Company's financial condition has
not been affected by the modest inflation of the recent past. The Company
believes that future inflation, if any, would not materially affect the results
of operations. Also, the values and rental rates on the Company's real estate
could be affected by future inflation, if any.








                                       8
<PAGE>

                         PART II. OTHER INFORMATION

Item 1.  Legal Proceedings

         None.

Item 2.  Changes in Securities

         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.

Item 6.  Exhibits and Reports on Form 8-K

         (a)  Exhibits.

         31.1   Certification of Chief Executive Officer      Filed herewith
                and  Chief Financial Officer pursuant         electronically
                to Section 302 of the Sarbanes-Oxley
                Act of 2002

         31.2   Certification of Vice-President pursuant      Filed herewith
                to Section 302 of the Sarbanes-Oxley          electronically
                Act of 2002

         32.1   Certification of Chief Executive Officer      Filed herewith
                and Chief Financial Officer pursuant          electronically
                to 18 U.S.C. Section 1350

         32.2   Certification of Vice-President pursuant      Filed herewith
                to 18 U.S.C. Section 1350                     electronically

         (b) Reports on Form 8-K.

         None




                                       9
<PAGE>


                                   SIGNATURES

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

Pride, Inc.



/s/ Michael Schumacher
-----------------------------------------------------------------
Michael Schumacher, President, Treasurer, Chief Executive Officer
 Chief Financial Officer and Director


Date:  November 21, 2005



/s/ George A. Powell
-----------------------------------------------------------------
George A. Powell, Vice-President, Secretary and Director

Date:  November 21, 2005







                                       10