**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 quarterly period ended March 31, 2006**





o
            Transition
                report pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934




**Commission
      File Number:** **333-120428**






**CLEAR
      CHOICE FINANCIAL** **,** **INC.**


**(Exact
      name of registrant as specified in its charter)**







**Nevada**
            **33-1080880**(State
                or other jurisdiction of
            (I.R.S.
                Employerincorporation
                or organization)
            Identification
                Number)




**3231
      S. Country Club Way Suite 102 Tempe, AZ 85282**


(Address
      of Principal Executive Offices)




Issuer’s
      telephone number including area code: **(480)
      820-9766**


**______________**




Indicate
      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 o




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




**APPLICABLE
      ONLY TO CORPORATE ISSUERS:**




Indicate
      the number of shares outstanding of each of the issuer’s classes of common
      stock, as of the latest practicable date: There were 15,571,262 shares of the
      issuer’s common stock, $.0001 par value outstanding as of March 31, 2006.




Transitional
      Small Business Disclosure Format (Check One)
  Yes o No x


















**CLEAR
      CHOICE FINANCIAL, INC.**


**FORM
      10-QSB**


**Quarter
      Ended March 31, 2006**




Table
      of
      Contents




**Page**
              **Number****PART
                I - FINANCIAL INFORMATION**Item
                1  -Financial
                StatementsCondensed
                Balance Sheet, March 31, 2006 (unaudited)
            F-1Condensed
                Statements of Operations (unaudited) For the Three and Nine Months
                Ended
                March 31, 2006 and 2005
            F-2Condensed
                Statements of Cash Flows (unaudited) For the Nine Months Ended March
                31,
                2006 and 2005
            F-3Notes
                to Condensed Financial Statements
            F-4Item
                2  -Management’s
                Discussion and Analysis
            8Item
                3  -Controls
                and Procedures
            16**PART
                II - OTHER INFORMATION**Item
                1  -Legal
                Proceedings
            16Item
                2  -Unregistered
                Sales of Equity and Use of Proceeds
            16Item
                3  -Defaults
                upon Senior Securities
            16Item
                4  -Submission
                of Matters to a Vote of Security Holders
            17Item
                5  -Other
                Information
            17Item
                6  -Exhibits
            17Signatures
            18








2


**PART
      I - FINANCIAL INFORMATION**


**Item
      1. Financial Statements**




**CLEAR
      CHOICE FINANCIAL, INC.**


**CONDENSED
      BALANCE SHEET**


**(Unaudited)**




**March
                31,**
              **2006****ASSETS**Cash
                and cash equivalents
            
            $
            3,647,664Restricted
                cash
            
            
            200,000Notes
                receivable
            
            
            1,000,000Interest
                receivable
            
            
            22,389Prepaid
                expenses
            
            
            555,116Income
                tax refund receivable
            
            
            61,889Total
                current assets
            
            
            5,487,058Deposits
            
            
            9,351Other
                assets
            
            
            29,345Property
                and equipment, net
            
            
            223,030Total
                other assets
            
            
            261,726**TOTAL
                ASSETS**
            
            $
            5,748,784**LIABILITIES
                AND STOCKHOLDERS’ EQUITY**Accounts
                payable
            
            $
            22,111Bank
                credit line
            
            
            199,757Accrued
                liabilities
            
            
            131,435Unearned
                income
            
            
            13,742Notes
                payable-current
            
            
            2,009,674Notes
                payable officer - current
            
            
            3,051Total
                current liabilities
            
            
            2,379,770Notes
                payable officer
            
            
            249,824**TOTAL
                LIABILITIES**
            
            
            2,629,594**COMMITMENTS
                AND CONTINGENCIES****STOCKHOLDERS’
                EQUITY**Preferred
                stock, $.0001 par value; 10,000,000 shares authorized, none issued
                or
                outstanding
            
            
            —Common
                stock, $.0001 par value; 60,000,000 shares authorized, 15,571,262
                issued
                and outstanding
            
            
            1,557Additional
                paid in capital
            
            
            6,623,873Accumulated
                deficit
            
            
            (3,506,240
            )Total
                stockholders’ equity
            
            
            3,119,190**TOTAL
                LIABILITIES AND STOCKHOLDERS’ EQUITY**
            
            $
            5,748,784







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





F-1


**CLEAR
      CHOICE FINANCIAL, INC.**


**CONDENSED
      STATEMENTS OF OPERATIONS**


**(Unaudited)**




**Three
                Months Ended**
              **March
                31,**
            
            **Nine
                Months Ended**
              **March
                31,****2006**
            
            **2005**
            
            **2006**
            
            **2005**Revenues
            
            $
            84,996
            
            $
            91,894
            
            $
            303,774
            
            $
            245,113Cost
                of revenues
            
            
            30,083
            
            
            36,005
            
            
            120,806
            
            
            191,060Gross
                profit
            
            
            54,913
            
            
            55,889
            
            
            182,968
            
            
            54,053OPERATING
                EXPENSESSales
                and marketing
            
            
            97,870
            
            
            197,062
            
            
            410,391
            
            
            462,518General
                and administrative
            
            
            356,466
            
            
            254,025
            
            
            864,390
            
            
            699,141Professional
                fees
            
            
            123,232
            
            
            95,245
            
            
            425,297
            
            
            160,359Total
                operating expenses
            
            
            577,568
            
            
            546,332
            
            
            1,700,078
            
            
            1,322,018Operating
                loss
            
            
            (522,655
            )
            
            (490,443
            )
            
            (1,517,110
            )
            
            (1,267,965
            )NONOPERATING
                INCOME (EXPENSE)Interest
                income
            
            
            53,509
            
            
            574
            
            
            65,317
            
            
            13,488Gain
                on forgiveness of accrued interest
            
            
            —
            
            
            —
            
            
            —
            
            
            4,945Interest
                expense
            
            
            (75,475
            )
            
            (2,724
            )
            
            (140,538
            )
            
            (9,832
            )Non-operating
                income (expense), net
            
            
            (21,966
            )
            
            (2,150
            )
            
            (75,221
            )
            
            8,601Benefit
                from income taxes current
            
            
            —
            
            
            —
            
            
            —
            
            
            (61,889
            )Benefit
                from income taxes
            
            
            —
            
            
            —
            
            
            —
            
            
            (61,889
            )Net
                loss
            
            $
            (544,621
            )
            $
            (492,593
            )
            $
            (1,592,331
            )
            $
            (1,197,475
            )Net
                loss per common share, basic and diluted
            
            
            $(0.04
            )
            
            $(0.05
            )
            
            $(0.14
            )
            
            $(0.12
            )Weighted
                average number of common shares outstanding- basic and
                diluted
            
            
            15,534,595
            
            
            10,823,428
            
            
            13,396,339
            
            
            9,917,705







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





F-2


**CLEAR
      CHOICE FINANCIAL, INC.**


**CONDENSED
      STATEMENTS OF CASH FLOWS**


**(UNAUDITED)**




**Nine
                Months Ended****March
                31,****2006**
            
            **2005****CASH
                FLOWS FROM OPERATING ACTIVITIES:**Net
                loss
            
            $
            (1,592,331
            )
            $
            (1,197,475
            )Adjustments
                to reconcile net loss to net cash used by operating activities:Depreciation
                and amortization
            
            
            56,897
            
            
            55,162Issuance
                of common shares for employee compensation
            
            
            —
            
            
            5,000Gain
                on forgiveness of accrued interest
            
            
            —
            
            
            (4,945
            )Issuance
                of common shares for services
            
            
            246,250
            
            
            —Changes
                in operating assets and liabilities:Prepaid
                expenses and other assets
            
            
            (570,386
            )
            
            (52,718
            )Accrued
                interest receivable- ISI (related party)
            
            
            —
            
            
            26,180Accrued
                interest receivable
            
            
            (21,162
            )
            
            —Income
                tax refund receivable
            
            
            —
            
            
            (61,889
            )Accounts
                payable
            
            
            (41,104
            )
            
            27,413Income
                taxes payable
            
            
            —
            
            
            (90,455
            )Accrued
                liabilities
            
            
            (126,019
            )
            
            4,613Accrued
                rent - Shalimar (related party)
            
            
            —
            
            
            (14,156
            )Unearned
                income
            
            
            327
            
            
            (8,076
            )Net
                cash used by operating activities
            
            
            (2,047,528
            )
            
            (1,311,346
            )**CASH
                FLOWS FROM INVESTING ACTIVITIES:**Purchases
                of property and equipment
            
            
            (12,570
            )
            
            (22,258
            )Issuance
                of notes receivable
            
            
            (1,000,000
            )
            
            —Repayments
                from ISI-related party
            
            
            —
            
            
            463,739Net
                cash provided (used) by investing activities
            
            
            (1,012,570
            )
            
            441,481**CASH
                FLOWS FROM FINANCING ACTIVITIES:**Principal
                payments of debt
            
            
            (48,495
            )
            
            (219,646
            )Proceeds
                from issuance of debt
            
            
            2,031,397
            
            
            100,000Proceeds
                from issuance of common stock
            
            
            4,711,292
            
            
            950,000Net
                cash provided by financing activities
            
            
            6,694,194
            
            
            830,354**NET
                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS**
            
            
            3,634,096
            
            
            (39,511
            )**CASH
                AND CASH EQUIVALENTS, BEGINNING OF PERIOD**
            
            
            13,568
            
            
            86,525**CASH
                AND CASH EQUIVALENTS, END OF PERIOD**
            
            $
            3,647,664
            
            $
            47,014**SUPPLEMENTAL
                DISCLOSURE OF CASH FLOW INFORMATION**Cash
                paid for interest
            
            $
            125,456
            
            $
            21,800Cash
                paid for taxes
            
            $
            —
            
            $
            86,248**SUMMARY
                OF NON-CASH INVESTING ACTIVITIES:**Issuance
                of common shares for finder’s fee
            
            $
            564,208
            
            $
            140,000Issuance
                of common shares for notes conversion
            
            $
            —
            
            $
            450,000Issuance
                of common shares as severance
            
            $
            —
            
            $
            5,000Gain
                on forgiveness of interest
            
            $
            —
            
            $
            4,945




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





F-3




**CLEAR
      CHOICE FINANCIAL, INC.**


**NOTES
      TO THE INTERIM** **CONDENSED FINANCIAL STATEMENTS**


**FOR
      THE THREE AND NINE MONTH PERIODS ENDED MARCH 31, 2006 AND
      2005**


**(unaudited)**






**1.**  **ORGANIZATIONAL
      HISTORY AND NATURE OF BUSINESS**




In
      March
      2004, NB Acquisitions, Inc. (“NBA”), a privately-held, non-operating shell
      company with no assets or liabilities, previously organized and incorporated
      on
      September 21, 2001 under the laws of the State of Nevada, entered into a share
      exchange agreement (the “Agreement”) with National Interest Solutions, Inc.
      (“NIS”), a privately-held operating company previously organized and
      incorporated on October 24, 2001 under the laws of the State of Arizona. For
      legal purposes, the Agreement constituted an acquisition by NBA of NIS as NBA
      acquired all of the then outstanding shares of NIS’ common stock. Shortly
      thereafter, in April 2004, NBA changed its legal name to Nationwide Financial
      Solutions, Inc. (“NFS”).




For
      accounting purposes, the preceding Agreement did not constitute a business
      combination given that NBA was merely a shell company with no economic
      substance. Instead, the Agreement constituted a recapitalization of NIS whereby
      NIS would merely grant NBA a minority ownership interest in exchange for it
      gaining access to NBA’s assembled shareholder base, thereby potentially
      facilitating any prospective capital raising efforts. Accordingly, the
      accompanying financial statements solely reflect the historical operations
      and
      related financial results of NIS. Immediately after the related July 28, 2004
      issuance by NBA of 8,253,400 shares of its common stock to the former
      shareholders of NIS as per the Agreement, the former shareholders of NIS and
      NBA
      owned 89.2% and 10.8%, respectively, of the then issued and outstanding common
      shares of the legally merged entity (hereinafter, the “Company”).




The
      Company is, as was NIS, a debt resolution company, retained by individuals
      with
      significant unsecured debt that may be experiencing financial difficulties.
      Through its fee-based debt resolution program, the Company attempts to assist
      its clients in eliminating part or all of their unsecured debt. All of the
      Company’s business operations are conducted from a single leased facility, from
      a related party, in Tempe, Arizona. The Company remains, as was NBA, a Nevada
      corporation.




On
      March
      30, 2006 the Company amended its articles of incorporation and bylaws to change
      its name from Nationwide Financial Solutions, Inc. to Clear Choice Financial,
      Inc.







**2.** **SUBSTANTIAL
          DOUBT AS TO THE COMPANY’S ABILITY TO CONTINUE AS A GOING CONCERN**




The
      Company incurred substantial operating and net losses, as well as negative
      operating cash flow, during its fiscal year ended June 30, 2005. The Company
      additionally had working capital and stockholders’ deficits at June 30, 2005. In
      recognition of the preceding, the Company’s independent certified public
      accountants included an explanatory paragraph in their audit report on the
      Company’s financial statements for the fiscal year ended June 30, 2005 that
      expresses substantial doubt as to the Company’s ability to continue as a going
      concern. Going concern contemplates the realization of assets and the
      satisfaction of liabilities in the normal course of business during the
      subsequent twelve month period. During the three and  nine
      month period ended March 31, 2006, the Company continued to incur substantial
      operating and net losses, as well as negative operating cash flows. As a result
      of the preceding, substantial doubt remains as to the Company’s ability to
      continue as a going concern. The Company’s accompanying interim condensed
      financial statements do not include any adjustments that might result from
      the
      outcome of this financial uncertainty. Although there can be no assurance of
      such, management continues to believe that it will be able to timely procure,
      should such become necessary, debt and/or equity financing sufficient to meet
      the Company’s cash needs over the next twelve months.







F-4




**CLEAR
      CHOICE FINANCIAL, INC.**


**NOTES
      TO THE INTERIM** **CONDENSED FINANCIAL STATEMENTS**


**FOR
      THE THREE AND NINE MONTH PERIODS ENDED MARCH 31, 2006 AND
      2005**


**(unaudited)**







**3.**  **SUMMARY
      OF SIGNIFICANT ACCOUNTING POLICIES**




**Preparation
      of Interim Condensed Financial Statements**


The
      accompanying interim condensed financial statements have been prepared by the
      Company’s management, without audit, in accordance with accounting principles
      generally accepted in the United States of America and pursuant to the rules
      and
      regulations of the United States Securities and Exchange Commission (“SEC”). In
      the opinion of management, the accompanying interim condensed financial
      statements contain all adjustments (consisting solely of normal recurring
      adjustments, unless otherwise noted) necessary to present fairly, in all
      material respects, the Company’s financial position, results of operations and
      cash flows for the interim periods presented. Certain information and note
      disclosures normally included in Quarterly financial statements prepared in
      accordance with accounting principles generally accepted in the United States
      of
      America have been condensed or omitted in these interim financial statements
      pursuant to the SEC’s rules and regulations, although the Company’s management
      believes that the disclosures are adequate to make the information presented
      not
      misleading. The financial position, results of operations and cash flows for
      the
      interim periods disclosed herein are not necessarily indicative of future
      financial results. These interim condensed financial statements should be read
      in conjunction with the annual financial statements and accompanying notes
      included in the Company’s Form 10-KSB filed on October 12, 2005.




**Use
      of Estimates**


The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      certain estimates, judgments and assumptions that affect the reported amounts
      and timing of revenue and expenses, the reported amounts and classification
      of
      assets and liabilities, and disclosure of contingent assets and liabilities.
      These estimates and assumptions are based on the Company’s historical results as
      well as management’s future expectations. The Company’s actual results could
      vary materially from management’s estimates, judgments and
      assumptions.




**Revenue
      Recognition**


The
      Company’s clients consist of individuals with significant unsecured debt that
      may be experiencing financial difficulties, thereby making the collection of
      any
      receivable highly doubtful. The Company initially assesses each new client
      a
      non-refundable set-up fee for file creation, debt analysis, budget formulation,
      and initial creditor contacts. This set-up fee, which is based on a percentage
      of the client’s total unsecured debt accepted into the Company’s debt resolution
      program, is fully earned by the Company upon its completion of the above
      services and is typically paid by the client in equal monthly installments
      over
      a subsequent six-month period. Upon completion of the above set-up services,
      the
      Company has no further obligations to the client.




If
      and
      when, a client subsequently accumulates a previously agreed-upon cash balance
      in
      a designated savings account, access to which the Company is granted via a
      power-of-attorney, the Company commences formal negotiations with each of the
      client’s creditors with the objective of convincing them to accept a lump
      partial payment in full and complete satisfaction of the entire unpaid balance.
      If and when, the Company is successful in obtaining a legally-binding settlement
      with a creditor on behalf of a client, the Company then assesses the client
      a
      settlement fee. This earned settlement fee, which is based on a previously
      agreed to percentage of any reduction obtained in the pay-off balance, is
      typically realized by the Company immediately in its entirety via an electronic
      debit made directly against the client’s savings account. The Company recognizes
      each set-up and settlement fee earned on a cash basis upon receipt. Any payment
      received by the Company in advance of its complete performance of a related
      client service is reflected in the balance sheet as unearned
      income.







F-5




**CLEAR
      CHOICE FINANCIAL, INC.**


**NOTES
      TO THE INTERIM** **CONDENSED FINANCIAL STATEMENTS**


**FOR
      THE THREE AND NINE MONTH PERIODS ENDED MARCH 31, 2006 AND
      2005**


**(unaudited)**




**Net
      Loss per Common Share**


Net
      loss
      per common share - basic and diluted has been computed by dividing net loss
      by
      the weighted average number of common shares outstanding during the respective
      fiscal period. For the three and nine month periods ended March 31, 2006 and
      2005, the potentially dilutive effects of any then outstanding convertible
      notes
      and stock purchase warrants were excluded from the computation of net loss
      per
      common share—diluted as the effect of their inclusion would have been
      anti-dilutive.




**Stock-based
      Compensation**


In
      December 2004, the FASB issued SFAS 123R (Revised 2004), “Accounting for Stock
      Based Compensation.” This statement supersedes APB Opinion 25, “Accounting for
      Stock Issued to Employees.” This revised statement establishes standards for the
      accounting of transactions in which an entity exchanges its equity instruments
      for goods and services, including the grant of stock options to employees and
      directors. The Statement is effective for periods beginning after December
      15,
      2005, and will require the Company to recognize compensation costs based on
      the
      grant date fair value of the equity instruments it awards.






**4.**  **NOTES
      RECEIVABLE**




On
      December 19, 2005 the Company issued a note receivable, to an unrelated entity,
      in the amount of $500,000. The note accrues interest, at a stated rate of 12%
      per annum, and requires eleven monthly interest only payments of $5,000 with
      the
      final payment consisting of all outstanding principal and interest. The note
      matures on December 19, 2006 and is personally guaranteed by the entity’s
      president and sole shareholder.




On
      March
      20, 2006 the Company issued a note receivable, to Bay Capital Corporation,
      (“Bay”) , in the amount of $500,000. The note accrues interest, at a stated rate
      of 12% per annum, and is payable to the Company on the earlier of the following:
      (i) September 20, 2006; (ii) the closing of the acquisition of all of the
      outstanding capital stock of Bay pursuant to that Stock Purchase Agreement
      dated
      December 9, 2005 and such amount will be payable according to the terms of
      the
      Stock Purchase Agreement, and (iii) termination of the Stock Purchase Agreement.
      Bay is required to pay interest monthly on the first day of each month,
      commencing April 20, 2006. The officers and shareholders of Bay, each executed
      a
      Personal Guaranty dated March 20, 2006 in favor of us, pursuant to which they
      unconditionally guaranteed to the Company the payment and performance of all
      obligations of Bay under the Note.




**5.**  **NOTES
      PAYABLE**




The
      Company is financing with an unrelated entity the premium of its directors
      and
      officers’ indemnification insurance policy. The note is unsecured, accrues
      interest at a stated rate of 9.25% per annum, and requires monthly payments
      of
      principal and interest aggregating $3,274 through June 23, 2006. As of March
      31,
      2006, the remaining balance on the note was $9,674.




On
      November 11, 2005, the Company secured $2,000,000 in debt financing from an
      unrelated party. The note calls for a fixed rate of interest at 12%, eleven
      monthly interest only payments of $20,000 and one principal and interest payment
      of $2,020,000. The note is due on November 8, 2006 and is secured by all the
      Company’s assets. As of March 31, 2006 the remaining balance of the note was
      $2,000,000.





F-6




**CLEAR
      CHOICE FINANCIAL, INC.**


**NOTES
      TO THE INTERIM** **CONDENSED FINANCIAL STATEMENTS**


**FOR
      THE THREE AND NINE MONTH PERIODS ENDED MARCH 31, 2006 AND
      2005**


**(unaudited)**







**6.**  **STOCKHOLDERS’
      EQUITY**




**Preferred
      Stock**


The
      Company has ten million shares of $.0001 par value preferred stock authorized
      for issuance. As of December 31, 2005, the Company had neither issued nor
      assigned any rights to these preferred shares.




**Common
      Stock**


On
      July
      1, 2005 the Company retained an investment banking firm. Under the agreement,
      the Company issued 37,500 shares, valued at $74,250, of its common stock as
      a
      one-time fee and is committed to pay $75,000 upon the investment banking firm
      securing funding of $1,000,000.




On
      July
      18, 2005, the Company entered into to a stock purchase agreement and
      registration rights agreement with an unrelated party, issuing 1,250,000 shares
      of the Company’s common stock for $675,000 in cash net of $75,000 paid and
      50,000 shares issued to an unrelated individual as a finder fee.




On
      October 13, 2005 the Company retained an investor relations firm that will
      provide the Company certain investor related services over the next twelve
      months. Under the agreement, the Company issued 17,000 shares, valued at
      $59,500, of its common stock as a one-time fee.




On
      November 23, 2005, the Company retained an unrelated party to provide public
      relations services over the next twelve months. Under the agreement, the Company
      issued 10,000 shares, valued at $37,500 of its common stock as a one-time
      fee.




On
      December 22, 2005, the Company entered into a stock purchase agreement and
      registration rights agreement with an unrelated party, whereby the Company
      sold
      2,998,334 shares of its common stock for proceeds of $4,036,292, in cash, net
      of
      $461,208 paid to an unrelated individual as a finder fee.




On
      March
      7, 2006, the Company retained an unrelated party to provide capital consulting
      services over the next seven months. Under the agreement, the Company issued
      50,000 shares, valued at $75,000 of its common stock as a one-time
      fee.






7.  **SUBSEQUENT
      EVENTS**




On
      April
      5, 2006, the Company entered into a consulting agreement with DLG Associates,
      Inc. pursuant to which DLG was hired to recruit candidates for the position
      of
      Vice President, Mortgage Sales of the Company. The terms of the VP Sales
      Agreement provide that DLG will be paid a fee equal to 30% of the total
      projected annual cash compensation for the Vice President, Mortgage Sales hired
      by the Company. The fee payable to DLG shall be paid in stock of the Company
      as
      follows: (i) 50% on April 5, 2006; (ii) 25% on May 5, 2006; and (iii) the
      balance of the fee on the candidate’s start date with the Company, or upon
      termination of the VP Sales Agreement. DLG will also be paid its incurred
      out-of-pocket travel expenses.





On
      May 1,
      2006, the Company, loaned to Bay Capital Corporation, $200,000 pursuant to
      a
      promissory note which accrues interest at an annual rate of 12%, is payable
      with
      interest to the Company on the earlier of the following: (i) June 1, 2006;
      (ii)
      the closing of the acquisition of all of the outstanding capital stock of Bay
      pursuant to that Stock Purchase Agreement dated December 9, 2005 and (iii)
      termination of the Stock Purchase Agreement.










F-7






**ITEM
          2.** **MANAGEMENT’S
          DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
          OPERATIONS**




**Forward-Looking
      Statements**




This
      Quarterly Report, Form 10-QSB contains certain forward-looking statements.
      Forward-looking statements include all statements that do not relate solely
      to
      historical or current facts and can be identified by the use of words such
      as
“may”, “believe”, “will”, “expect”, “estimate”, or “anticipate”. These
      forward-looking statements are based on our current plans and expectations
      and
      are subject to a number of risks and uncertainties that could cause our plans
      and expectations, including actual results, to differ materially from the
      forward-looking statements. The Private Securities Litigation Reform Act of
      1995
      (the “Litigation Reform Act”) provides a “safe harbor” for forward-looking
      statements to encourage companies to provide prospective information about
      their
      companies without fear of litigation.




We
      would
      like to take advantage of the “safe harbor” provisions of the Litigation Reform
      Act in connection with the forward-looking statements included in this filing.
      The risks and other factors that could cause our actual financial results to
      differ materially from those projected, forecasted or estimated by us in
      forward-looking statements may include, but are not limited to, we have incurred
      losses in the past and cannot assure you that we will be profitable, we have
      received a going concern opinion from our auditors, and our strategy for growth
      will put a significant strain on our capital resources. We disclaim any
      obligation to publicly update these statements, or disclose any difference
      between our actual results and those reflected in these statements.




**Risk
      Factors Affecting Future Results**




Investing
      in our common stock involves a high degree of risk. In addition to the other
      information contained in this Quarterly Report, you should carefully read and
      consider the following risk factors. The risks described below are not
      exhaustive of the risks that might affect our business. Other risks, including
      those we currently deem immaterial, may also impact our business. If any of
      these risks actually occur, our business, financial condition or operating
      results could be materially adversely affected and could result in a complete
      loss of your investment or a severe reduction in the trading price of our common
      stock.




**We
      have incurred losses in the past and cannot assure you that we will be
      profitable in the future.**




For
      the
      year ended June 30, 2005 and the nine months ended March 31, 2006, we incurred
      losses of $1,839,628 and $1,592,331, respectively. We expect to increase
      considerably, our operating expenses in the future by expanding our services.
      We
      do not expect that our revenue will initially cover our cash needs, and cannot
      assure you that it will cover our cash needs for the foreseeable future. We
      continue to incur substantial operating losses and we continue to have a working
      capital deficit. As a result, we expect to incur further losses in the future.




**We
      have received a going concern opinion from our auditors indicating we may not
      be
      able to continue as a going concern.**




In
      their
      audit report for the fiscal year ended June 30, 2005, our auditors indicated
      that there was substantial doubt as to our ability to continue as a going
      concern and that our ability to continue as a going concern was dependent upon
      our obtaining additional financing for our operations or reaching profitability.
      We cannot assure that we will be able to do either.




**Government
      regulation of bankruptcy protection and debt-settlement operations may adversely
      impact our ability to attract new clients, which could adversely affect our
      revenues.**




We
      are
      subject to increasing federal, state, and local laws and regulations regarding
      consumer bankruptcy protection and the business of debt settlement-type
      operations. The most recent and significant of these laws, the Bankruptcy Abuse
      Prevention and Consumer Protection Act of 2005, or BAPCPA, was signed into
      law
      on April 20, 2005, with most of the provisions taking effect on October 17,
      2005. The BAPCPA provides for relatively severe restrictions on who can qualify
      to file for bankruptcy, the time frames used during the process, and further
      provides requirements for consumer debt education and pre-qualification prior
      to
      a bankruptcy being considered by the court. These conditions create significant
      procedural and practical barriers to the completion of a bankruptcy petition.




While
      we
      can not accurately predict the overall impact the BAPCPA or any other future
      federal, state or local regulation will have on our debt resolution program,
      we
      anticipate that, to some degree, the BAPCPA, and potentially other future laws,
      will adversely impact our ability to attract new clients into our debt
      resolution program, which could adversely affect our revenues.




8


**Additional
      required capital may not be available at attractive terms or at all, which
      could
      have a material negative effect on our results and stock
      price.**




To
      date,
      we have financed much of our operations through cash from the private sale
      of
      our securities, loans from our officers and directors, and by borrowing funds
      from third parties. We cannot assure you that future financing, whether from
      unrelated external sources or related parties, will be available at acceptable
      terms or at all. If we are unable to obtain adequate financing, we may have
      to
      curtail business operations and limit acquisitions of other businesses and
      assets which would have a material negative effect on operating results and
      may
      result in a lower stock price.




**Our
      acquisition strategy may put a significant strain on our resources, and we
      may
      not be able to successfully integrate acquired businesses.**




Our
      strategy to seek rapid growth includes acquiring other businesses and assets.
      This strategy will place a significant strain on our managerial, operating,
      financial and other resources, including our ability to ensure client
      satisfaction. Our expansion efforts will also require significant time
      commitments from our senior management and will place a strain on their ability
      to manage our existing business. Our future performance will depend, in part,
      upon our ability to manage this growth effectively and to integrate the
      businesses we acquire. To that end, we may have to undertake the following
      improvements, among others:




·
            Implement
                additional management information systems capabilities;




·
            Further
                develop our operating, administrative and financial/accounting systems
                and
                controls; and




·
            Hire
                and train additional management personnel and employees.




If
      we are
      unable to successfully integrate the businesses that we acquire, it could
      adversely affect our ability to achieve anticipated levels of cash flows from
      the acquired businesses or realize other anticipated benefits of those
      acquisitions.




**We
      depend on key personnel and could be adversely affected by the loss of their
      services because of the limited number of qualified people in our industry,
      which loss could reduce our operations and as a result our
      revenue.**




Competition
      for qualified employees, especially certified client enrollment representatives,
      in the debt resolution industry is intense and there are a limited number of
      people with knowledge of, and experience in, the industry. Our success depends
      to a significant degree upon our ability to attract and retain qualified
      enrollment representatives and other personnel and upon the continued
      contributions of such people. The process of locating personnel with the skills
      required to carry out our strategies may be lengthy and costly. We do not have
      employment agreements with any of our executive officers nor do we carry key
      man
      insurance on their lives. Therefore, our employees may voluntarily terminate
      their employment with us at any time. We have experienced significant attrition
      in the past, and cannot assure you that we will be successful in attracting
      and
      retaining qualified executives and personnel. The loss of the services of key
      personnel, or the inability to attract additional qualified personnel, could
      reduce our ability to operate our business and as a result our revenue from
      operations.




**Many
      of our competitors are larger and have greater financial and other resources
      than we do, and we may not be able to successfully compete with
      them.**




There
      are
      a significant number of debt resolution companies, as well as other firms which
      offer debt resolution services, operating throughout the United States. Many
      of
      these competitors are larger than we are and have more personnel, greater
      financial, development and marketing resources, longer track records and
      superior name recognition. These factors could prevent us from successfully
      competing in and capturing markets in which our competitors operate. If demand
      for our services decreases due to these competitive forces, it could have a
      material adverse effect on our operating results.





9


**Risks
      Related to our Common Stock**




**Concentration
      of our ownership by our executive officers and directors may dissuade new
      investors from purchasing our securities which could result in a lower trading
      price for our securities than if our securities were widely
      held.**




Our
      officers and directors currently own 38%  of
      our
      outstanding common stock. As a result, they have the ability to exert
      substantial influence or absolute control over all matters requiring approval
      by
      our stockholders, including the election and removal of directors, any proposed
      merger, consolidation or sale of all or substantially all of our assets and
      other corporate transactions. This concentration of control could be
      disadvantageous to other stockholders with interests different from those of
      our
      officers and directors. For example, subject to any fiduciary duties, our
      officers and directors could delay or prevent an acquisition or merger even
      if
      the transaction would benefit other stockholders. In addition, this
      concentration of share ownership may adversely affect the trading price for
      our
      common stock because investors often perceive disadvantages in owning stock
      in
      companies with a significant concentration of ownership among a limited number
      of stockholders.




**Our
      common stock price has been volatile, and you may not be able to sell your
      shares at or above the price that you pay for the shares.**




Our
      common stock is currently quoted on the OTC Bulletin Board. Securities quoted
      on
      the OTC Bulletin Board tend to be highly illiquid, in part because there is
      no
      national quotation system by which potential investors can track the market
      price of shares except through information received or generated by a limited
      number of broker-dealers that make markets in particular stocks. There is a
      greater chance of market volatility for securities that trade on the OTC
      Bulletin Board as opposed to a national exchange or quotation system. This
      volatility may be caused by a variety of factors including:




·
            the
                lack of readily available price quotations;




·
            the
                absence of consistent administrative supervision of “bid” and “ask”
                quotations;




·
            lower
                trading volume; and




·
            market
                conditions.




The
      price
      of our common stock has historically been volatile and our investors have
      experienced wide fluctuations in the market price of our securities. These
      fluctuations may have an extremely negative effect on the market price of our
      securities and may prevent you from obtaining a market price equal to your
      purchase price when you attempt to sell our securities in the open market.
      In
      these situations, you may be required to either sell our securities at a market
      price which is lower than your purchase price, or to hold our securities for
      a
      longer period of time than you planned.




**Because
      our common stock will be classified as “penny stock,” trading will be limited,
      and our stock price could decline.**




Because
      our common stock will fall under the definition of “penny stock,” trading in our
      common stock, if any, is expected to be limited because broker-dealers are
      required to provide their customers with disclosure documents prior to allowing
      them to participate in transactions involving our common stock. These disclosure
      requirements are burdensome to broker-dealers and may discourage them from
      allowing their customers to participate in transactions involving our common
      stock.




“Penny
      stocks” are equity securities with a market price below $5.00 per share other
      than a security that is registered on a national exchange; included for
      quotation on the NASDAQ system; or whose issuer has net tangible assets of
      more
      than $2,000,000 and has been in continuous operation for greater than three
      years. Issuers who have been in operation for less than three years must have
      net tangible assets of at least $5,000,000.




Rules
      promulgated by the Securities and Exchange Commission, or SEC, under Section
      15(g) of the Exchange Act require broker-dealers engaging in transactions in
      penny stocks, to first provide to their customers a series of disclosures and
      documents, including:




·
            a
                standardized risk disclosure document identifying the risks inherent
                in
                investment in penny stocks;




·
            all
                compensation received by the broker-dealer in connection with the
                transaction;






10




·
            current
                quotation prices and other relevant market data; and




·
            monthly
                account statements reflecting the fair market value of the securities.
                In
                addition, these rules require that a broker-dealer obtain financial
                and
                other information from a customer, determine that transactions in
                penny
                stocks are suitable for such customer and deliver a written statement
                to
                such customer setting forth the basis for this
                determination.




In
      addition, under the Exchange Act and its regulations, any person engaged in
      a
      distribution of shares of our common stock may not simultaneously engage in
      market making activities with respect to the common stock during the applicable
      “cooling off” periods prior to the commencement of this distribution.




**Our
      preferred stock may make a third-party acquisition of our company more difficult
      which in turn would make a purchase of our shares less desirable, thereby
      potentially reducing our stock price or the liquidity of our
      shares.**




Our
      articles of incorporation authorize our Board of Directors to issue up to
      10,000,000 shares of preferred stock having such rights as may be designated
      by
      our Board of Directors, without stockholder approval. The issuance of preferred
      stock could inhibit a change in our control by making it more difficult to
      acquire the majority of our voting stock and thereby making the purchase of
      our
      shares by new investors less likely. A lesser interest in the purchase of our
      shares could reduce our market price or make it more difficult for stockholders
      to sell their shares. No preferred shares are currently outstanding.




**We
      do not anticipate paying dividends.**




We
      have
      not declared or paid cash dividends on our common stock and do not anticipate
      paying any cash dividends on our common stock in the foreseeable future. We
      currently intend to retain future earnings, if any, to finance the expansion
      of
      our business and for general corporate purposes. We cannot assure you that
      we
      will pay dividends in the future. Our future dividend policy is within the
      discretion of our board of directors and will depend upon various factors,
      including our results of operations, financial condition, capital requirements
      and investment opportunities.




**Introduction**




This
      discussion of our financial condition and results of operations should be read
      together with the audited financial statements and accompanying notes for the
      fiscal years ended June 30, 2005 and 2004 included at the end of our Form
      10-KSB.




**Organizational
      History and Nature of Business:**




In
      March
      2004, NB Acquisitions, Inc. (“NBA”), a privately-held, non-operating shell
      company with no assets or liabilities, previously organized and incorporated
      on
      September 21, 2001 under the laws of the State of Nevada, entered into a share
      exchange agreement (the “Agreement”) with National Interest Solutions, Inc.
      (“NIS”), a privately-held operating company previously organized and
      incorporated on October 24, 2001 under the laws of the State of Arizona. For
      legal purposes, the Agreement constituted an acquisition by NBA of NIS as NBA
      acquired all of the then outstanding shares of NIS’ common stock. Shortly
      thereafter, in April 2004, NBA changed its legal name to Nationwide Financial
      Solutions, Inc. (“NWFS”).




For
      accounting purposes, the preceding Agreement did not constitute a business
      combination given that NBA was merely a shell company with no economic
      substance. Instead, the Agreement constituted a recapitalization of NIS whereby
      NIS would grant NBA a minority ownership interest in exchange for it gaining
      access to NBA’s assembled shareholder base, thereby potentially facilitating any
      prospective capital raising efforts. Accordingly, the financial statements
      solely reflect the historical operations and related financial results of NIS.
      Immediately after the related July 28, 2004 issuance by NBA of 8,253,400 shares
      of its common stock to the former shareholders of NIS as per the Agreement,
      the
      former shareholders of NIS and NBA owned 89.2% and 10.8%, respectively, of
      the
      then issued and outstanding common shares of the legally merged entity
      (hereinafter, “we,” “us,” and “our”).




We
      are,
      as was NIS, a debt resolution company retained by individuals with significant
      unsecured debt that may be experiencing financial difficulties. Through our
      fee-based debt resolution program, we attempt to assist our clients in
      eliminating part or all of their unsecured debt. All of our business operations
      are conducted from a single leased facility in Tempe, Arizona. We remain, as
      was
      NBA, a Nevada corporation.




11


On
      March
      30, 2006 the Company amended its articles of incorporation and bylaws to change
      its name from Nationwide Financial Solutions, Inc. to Clear Choice Financial,
      Inc.  In
      connection with the Company’s name change, effective at the open of business on
      April 4, 2006, the trading symbol for our common stock on the Over-the-Counter
      Bulletin Board was changed from “NWFS” to “CLRC.”




**Continuing
      Going Concern Uncertainty:**




We
      incurred substantial operating and net losses, as well as negative operating
      cash flow, during the nine months ended March 31, 2006 and our fiscal years
      ended June 30, 2005 and 2004, and had working capital and stockholders’ deficits
      at June 30, 2005 and 2004. In recognition of the preceding, our independent
      registered public accounting firm included an explanatory paragraph in their
      audit report on our financial statements for the fiscal years ended June 30,
      2005 and 2004 that expresses substantial doubt as to our ability to continue
      as
      a going concern. Going concern contemplates the realization of assets and the
      satisfaction of liabilities in the normal course of business during the
      subsequent fiscal year. Our accompanying condensed financial statements do
      not
      include any adjustments that might result from the outcome of this financial
      uncertainty. Although there can be no assurance of such, we remain confident
      that we will be able to timely procure, should such become necessary, any debt
      and/or equity financing required to meet our cash needs over the next twelve
      months.




**Our
      Current Efforts at Restoring Our Revenues and Financial
      Condition**




Our
      ability to continue as a going concern remains contingent upon us:




·
            Significantly
                growing our active client base,




·
            Externally
                raising capital or securing debt financing




·
            Improving
                upon our current cash position and regaining a positive working capital
                position,




·
            Pursuing
                other expansion or merger opportunities, and




·
            Internally
                generating cash flows sufficient to support our on going operations
                and
                required growth




In
      an
      effort to expand the financial products and services offered by our Company
      and
      to implement our growth strategy, on December 9, 2005, we entered into a
      definitive agreement to purchase all the outstanding shares of Bay Capital
      Corporation (“Bay”) for approximately $8.1 million (consisting of cash and
      shares of the Company’s stock), subject to certain adjustments set forth in the
      definitive agreement. The acquisition of the outstanding shares of Bay is
      expected to occur during the forth quarter of fiscal 2006. Bay markets mortgage
      loan products, provides initial funding, gathers the loans into marketable
      pools, and then resells those pools to the investment community. Bay offers
      a
      large spectrum of mortgage products and is licensed to operate in 44 states
      and
      the District of Columbia. We believe that Bay’s ability to directly fund loans,
      national presence, and target-market, will be complimentary our current debt
      resolution services.




We
      believe that additional opportunities may exist for strategic acquisitions
      that
      would enhance growth, bring additional complimentary opportunities, and achieve
      further gains in operational efficiencies. We intend to aggressively search
      for
      these additional opportunities going forward.




Our
      cash
      and working capital positions have been strengthened by our receipt on July
      18,
      2005 of an aggregate of $675,000, in the private placement sale of our
      securities to an unrelated party and a debt financing of $2,000,000 on November
      11, 2005. An additional private placement sale of our securities occurred on
      December 22, 2005 which raised an additional $4,036,292 in cash, net of $461,208
      paid to an unrelated individual as a finder fee. While our current cash position
      represents our ability to cover our projected operating budget, given the
      continuing uncertainty regarding our prospective revenues, we currently are
      unable to reliably forecast our revenues for the corresponding twelve months
      ending June 30, 2006.




In
      anticipation of some degree of cash shortfall during the twelve months ending
      June 30, 2007, we currently are exploring certain potential sources of funding.
      We can provide no assurance that we will ultimately be successful in timely
      procuring at acceptable terms external debt and/or equity financing sufficient
      to cover any cash shortfall. To the extent that we were to be unsuccessful,
      our
      business would likely be materially harmed, the effects from which we may not
      recover.




12


**Our
      Industry**




We
      are,
      and continue to operate as a debt resolution Company. Our services remain a
      bankruptcy alternative for clients that need assistance with eliminating part
      or
      all of their unsecured debt. Our direct competition includes literally hundreds
      of other debt resolution companies and indirectly credit counseling and debt
      consolidation organizations.




On
      April
      20, 2005, the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005,
      (“BAPCPA”) was signed into law, with most of the provisions taking effect on
      October 17, 2005. We believe the BAPCPA makes it more difficult for consumers
      to
      file for Chapter 7 bankruptcy protection. Before any individual is eligible
      to
      file for bankruptcy protection, they must first attend an individual or group
      credit counseling session. In the session, the credit counselor will perform
      a
      budget analysis and explain to the debtor what efforts could be taken to resolve
      debt issues without a bankruptcy filing. Additionally, once a debtor files
      for
      bankruptcy, they must attend a second educational class that will explain
      budgeting and money management techniques. Under the BAPCPA, it will now be
      considered an “abuse” of the bankruptcy code for an individual to file for
      Chapter 7, unless the consumer first passes a “means” test intended to
      demonstrate an inability to pay creditors over time. While we can not accurately
      predict the overall impact the BAPCPA will have on our debt resolution program,
      we remain an option to Bankruptcy for potential clients.




**Our
      Critical Accounting Policy**




A
      critical accounting policy is distinguished from other significant accounting
      policies, as set forth in Note 3 to our accompanying financial statements,
      by
      the fact that it requires management to make certain underlying accounting
      estimates and assumptions regarding matters that are inherently subject to
      a
      higher than usual degree of uncertainty, and, as a result, are more susceptible
      to prospective material changes. We have assessed each of our significant
      accounting policies and have concluded that only our accounting policy for
      revenue recognition would reasonably constitute a critical accounting policy.




**Our
      Cash-Basis Revenue Recognition Policy**




Our
      clients consist of individuals with significant unsecured debt that may be
      experiencing financial difficulties, thereby making the collection of any
      receivable by us highly doubtful. We initially assess each new client a
      non-refundable set-up fee for file creation, debt analysis, budget formulation,
      and initial creditor contacts. This set-up fee, which is based on a percentage
      of the client’s total unsecured debt accepted by us into our debt resolution
      program, is fully earned by us upon our completion of the above services and
      is
      typically paid by the client in equal monthly installments over a subsequent
      six-month period. Upon completion of the above set-up services, we have no
      further obligations to the client.




If
      and
      when, a client subsequently accumulates a previously agreed-upon cash balance
      in
      a designated savings account, access to which we are granted via a
      power-of-attorney, we commence formal negotiations with each of the client’s
      creditors with the objective of convincing them to accept a lump partial payment
      in full and complete satisfaction of the entire unpaid balance. If and when,
      we
      are successful in obtaining a legally-binding settlement with a creditor on
      behalf of a client, we then assess the client a settlement fee. This earned
      settlement fee, which is based on a previously agreed to percentage of any
      reduction obtained in the pay-off balance, is typically realized by us
      immediately in its entirety via an electronic debit made directly against the
      client’s savings account.




We
      conservatively recognize each set-up and settlement fee earned on a cash basis
      upon our subsequent receipt of related client payments. Any payment received
      by
      us in advance of our complete performance of a related client service is
      reflected in our balance sheet as unearned income.




**Our
      Results of Operations**




**Revenues**




Our
      revenues were $84,996 and $91,894 for the three month period ended March 31,
      2006 and 2005, respectively and were $303,774 and $245,113, respectively for
      the
      nine month periods ended March 31, 2006 and 2005. We principally attribute
      the
      decrease in our revenues for the three month periods ended March 31, 2006 to
      our
      decreased advertising efforts which resulted in fewer new clients enrolling
      in
      our debt resolution program. We principally attribute our increase in revenues
      for the nine months ended March 31, 2006 to the media advertising campaign
      during the first three months of our fiscal year.




13


**Cost
      of Revenues**




Certain
      of these costs are substantially fixed in nature, principally being the wages
      and benefits of our client engagement personnel and allocated charges for rent,
      temporary personnel, basic telephone service, technology, utilities, and
      depreciation and amortization. Our cost of revenues consists of the direct
      costs
      incurred by us in the servicing of client accounts. Our costs of revenues were
      $30,083 and $36,005 for the three month periods ended March 31, 2006 and 2005,
      respectively, and $120,806 and $191,060 respectively for the nine month periods
      ended March 31, 2006 and 2005. Our other direct costs are more variable in
      nature; principally being commissions earned by our client engagement personnel
      and allocated charges for long distance telephone service, rent and postage.




As
      a
      matter of background, we had two personnel directly engaged in the servicing
      of
      client accounts at March 31, 2006, as compared to five during the same time
      period ended March 31, 2005. We principally attribute the decrease in our cost
      of revenues to the decrease in personnel, that included two supervisors, and
      the
      associated wage and benefit costs and to a lesser extent our allocated
      telephone, rent and utilities expenses.




**Sales
      and Marketing Expenses**




Our
      sales
      and marketing expenses consist of the costs incurred by us in the solicitation
      and acquisition of new clients. Our sales and marketing expenses were $97,870
      and $197,062 for the three month periods ended March 31, 2006 and 2005,
      respectively and $410,391 and $462,518 respectively for the nine month periods
      ended March 31, 2006 and 2005. Certain of these costs are substantially fixed
      in
      nature, principally being the wages and benefits of our sales and marketing
      personnel and allocated charges for basic telephone service, technology, rent,
      utilities, and depreciation and amortization. Our other costs are more variable
      in nature, principally being lead acquisition, media advertising costs and
      allocated charges for long distance telephone service. We principally attribute
      the decrease in our sales and marketing expenses for the three and nine month
      periods to the decrease in our advertising and labor costs associated with
      the
      reduction in our media advertising campaign and the decrease in our sales
      personnel. As a matter of background, we had five and fourteen personnel engaged
      in sales and marketing activities at March 31, 2006 and 2005 respectively.




**General
      and Administrative Expenses**




Our
      general and administrative expenses consist of the costs incurred by us in
      the
      general administration of corporate matters. Our general and administrative
      expenses were $356,466 and $254,025 for the three month periods ended March
      31,
      2006 and 2005, respectively and $864,390 and $699,141 for the nine month periods
      ended March 31, 2006 and 2005, respectively. Certain of these costs are
      substantially fixed in nature, principally being the wages and benefits of
      our
      executive, and administrative support staff, insurance premiums, maintenance,
      and allocated charges for rent, utilities, technology, basic telephone service,
      and depreciation and amortization. Our other costs are more variable in nature,
      principally being office supplies, repairs, transfer agent fees and allocated
      charges for long distance telephone service.




As
      a
      matter of background, we had eight and seven personnel directly engaged in
      general and administrative activities at March 31, 2006 and 2005, respectively.
      We primarily attribute the increases in our general and administrative expenses
      for the respective 2006 periods to our recruiting efforts and outsourced public
      relations consulting, and to a lesser extent, additional travel and related
      expenses associated with our continuing efforts to acquire Bay Capital
      Corporation.




**Professional
      Fees**




Our
      professional fees consist of the costs incurred by us for legal, accounting
      and
      capital consulting matters. Our professional fees were $123,232 and $95,245
      for
      the three month periods ended March 31, 2006 and 2005, respectively and $425,297
      and $160,359 for the nine month periods ended March 31, 2006 and 2005,
      respectively. We principally attribute our increase in professional fees for
      the
      three month period ending March 31, 2006 compared to the respective 2005 period
      to the additional costs and expenses associated with being a public reporting
      company. Our increase in professional fees for the nine month periods ending
      March 31, 2006 versus the respective 2005 period is primarily related to
      expenses associated with being a public reporting company and to a lesser extent
      fees incurred for finders fees related to debt financing partially offset by
      a
      decrease in outsourced accounting fees.




14




**Interest
      Income**




Our
      interest income was $53,509 and $574 for the three month periods ended March
      31,
      2006 and 2005, respectively and $65,317 and $13,488 for the nine month periods
      ended March 31, 2006 and 2005, respectively. Our interest income for the
      respective 2006 period principally resulted from the interest earned on excess
      funds maintained in an interest bearing bank account, our notes receivable
      and
      to a lesser extent, our certificate of deposit that collateralizes our line
      of
      credit. In the comparable 2005 period we earned interest on excess funds in
      an
      interest bearing bank account.




**Interest
      Expense**




Our
      interest expense was $75,475 and $2,724 for the three month periods ended March
      31, 2006 and 2005, respectively and $140,538 and $9,832 for the nine month
      periods ended March 31, 2006 and 2005, respectively. We principally attribute
      the increase in interest expense for the three and nine month periods ended
      March 31, 2006 from our borrowings from an unrelated party, the notes due to
      our
      officers and to a lesser extent, the financing on our insurance premiums. For
      the comparable three and nine month periods ended March 31, 2005, we attribute
      our interest expense to the borrowings we obtained from Shalimar Offices, LLC
      (“Shalimar”), a related company through common management control by Mr. Luke,
      from which we also lease our current facility, interest due on borrowings from
      an unrelated party and to a lesser extent the financing on our insurance
      premiums.




**Net
      Losses**




Our
      net
      losses were $544,621 and $492,593 for the three month periods ended March 31,
      2006 and 2005, respectively. Our net losses for the six month periods ended
      March 31, 2006 and 2005 were $1,592,331 and $1,197,475 respectively. In summary,
      we principally attribute our continuing net losses to our efforts at expanding
      our services nationally and the costs and expenses associated with being a
      public reporting company.




**Our
      Liquidity and Capital Resources**




**Overview:**




At
      March
      31, 2006, we had positive working capital of $3,107,288, inclusive of the
      current portion of outstanding notes payable of $2,009,674. At March 31, 2006,
      our only non-current debt obligation aggregated $249,824 representing an amount
      due to Stephen G. Luke, our Chief Executive Officer. We continue to seek
      external financing to cover our operating expenses and for the expansion of
      the
      services our Company offers to clients. For the nine months ended March 31,
      2006
      we netted $4,711,292 from the sale of our stock and acquired $2,000,000 in
      debt
      financing, partially offset by $1,000,000 in loans to unrelated
      parties.




**Off
      Balance Sheet Arrangements**




At
      March
      31, 2006, our facility operating lease with Shalimar constituted our sole
      off-balance sheet obligation, which is required to be excluded from our balance
      sheet by accounting principles in the United States. This lease, which we
      entered into on April 1, 2004, is non-cancelable, has a five-year term, and
      currently requires us to make monthly rent payments of $6,282, which payments
      will increase annually by five percent. Our related minimum lease payment
      obligations at March 31, 2006 were as follows: by fiscal years ending June
      30:
      2006 - $18,846; 2007 - $74,777; 2008 - $78,576; 2009 - $61,154; Thereafter
      -
      none. Our lease additionally requires us to pay for certain related ancillary
      costs, principally property taxes, parking and common area maintenance. These
      ancillary costs, which are variable in nature, have approximated, and are
      expected to continue to approximate $9,000 per fiscal year.




**Cash
      Flows**




**Operating
      Activities**




Net
      cash
      used in operating activities was $2,047,528 and $1,311,346 for the nine month
      periods ended March
      31,
      2006 and
      2005, respectively. Our operating activities during the nine month periods
      ended
      March 31, 2006 utilized net cash largely due to the incremental cash outlays
      made by us for professional services, to settle certain previously accrued
      for
      liabilities, accrued wages and accounts payable associated with the general
      operation of our Company.




15




**Investing
      Activities**




Net
      cash
      used by investing activities was $1,012,570 for the nine month period ended
      March 31, 2006 as compared to $441,481 cash provided for the nine months ended
      March 31, 2005. We attribute the cash used for the nine months ended March
      31,
      2006 due to loans we made to unrelated parties and to a lesser extent our
      purchases of equipment. In comparison, net cash provided by investing activities
      for the nine month period ended March 31, 2005 we attribute to our receipt
      of
      payments on our outstanding note from ISI, a related party, partially offset
      by
      our purchase of property and equipment.




**Financing
      Activities**




Net
      cash
      provided by financing activities was $6,694,194 and $830,354 for the nine month
      periods ended March 31, 2006 and 2005, respectively. Our financing activities
      provided us with a net cash inflow during the respective periods as a result
      of
      our receipt of proceeds from the issuance of common shares to an unrelated
      party, proceeds from a debt financing by un unrelated party and to a lesser
      extent, the debt financing of an insurance policy, partially offset by our
      debt
      repayments.




**Planned
      Capital Expenditures**




We
      currently have the following planned capital expenditures for the next twelve
      months ending March 31, 2007, which we currently anticipate funding with
      available working capital or vendor financing:




Computer
                hardware and software
            
            $
            45,000Furniture
            
            
            25,000Total
                planned capital expenditures
            
            $
            70,000







**ITEM
      3. CONTROLS AND PROCEDURES**




*a)
      Evaluation of disclosure controls and procedures.*




Our
      Chief
      Executive Officer and Chief Financial Officer (collectively the “Certifying
      Officers”), with the participation of management, performed an evaluation of our
      disclosure controls and procedures (as defined in Rule 13a-15(e) under the
      Exchange Act), which have been designed to permit us to ensure that information
      required to be disclosed by us in our filings is recorded, processed, summarized
      and reported in a timely manner. Based upon that evaluation, the Certifying
      Officers concluded that our disclosure controls and procedures are effective
      as
      of March 31, 2006 in ensuring that information required to be disclosed by
      us in
      reports filed or submitted under the Exchange Act is accumulated and
      communicated to management and the Certifying Officers to allow timely decisions
      regarding required disclosure.




*b)*  *Changes
      in internal controls over financial reporting.*




During
      the quarter ended March 31, 2006, we have made no change in our internal
      controls over financial reporting (as defined in Rule 13a-15(f) under the
      Exchange Act) that have materially affected, or are reasonably likely to
      materially affect, our internal controls over financial reporting.




**PART
      II - OTHER INFORMATION**




ITEM
      1 -
      LEGAL PROCEEDINGS




None




ITEM
      2 -
      UNREGISTERED SALES OF EQUITY AND USE OF PROCEEDS




On
      March
      7, 2006, we entered into a Consulting Agreement with an unrelated party for
      investor relation services. In consideration of such services we issued 50,000
      shares of common stock.




ITEM
      3 -
      DEFAULT UPON SENIOR SECURITIES




**None**




16




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




**None**




ITEM
      5 -
      OTHER INFORMATION




**None**




ITEM
      6 -
      EXHIBITS





Exhibit
            
            31.1Certification
                of Chief Executive Officer Pursuant to Section 302 of the
                Sarbanes-Oxley Act of 2002





Exhibit
            
            31.2Certification
                of Chief Financial Officer Pursuant to Section 302 of the
                Sarbanes-Oxley Act of 2002





Exhibit
            
            32.1
                Certification pursuant to section 906 of the Sarbanes-Oxley Act of
                2002





17


**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.




Clear
                Choice Financial, Inc.Dated
                May 19, 2006By:
            /s/*Stephen
                G. Luke*
              
              Name:
                Stephen G. Luke
                Chief
                  Executive Officer and PresidentBy:
            /s/*Darren
                R. Dierich*
              Name:
                Darren R. Dierich
                Chief
                  Financial Officer





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