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 December 31, 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 February 20, 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 December 31,
                    2005(unaudited) and June 30, 2005                        3

                  Consolidated Statements of Operations, Three
                    Months Ended December 31, 2005 and 2004
                    (unaudited)                                              4

                  Consolidated Statements of Operations, Six
                    Months Ended December 31, 2005 and 2004
                    (unaudited)                                              5

                  Consolidated Statements of Cash Flows, Six
                    Months Ended December 31, 2005 and 2004
                    (unaudited)                                              6

                  Notes to Consolidated Financial Statements                 7

         Item 2.  Management's Discussion and Analysis of
                    Financial Conditions and Results of
                    Operations                                              8

Part II.  Other Information                                                10

Signatures                                                                 11



                                       2
<PAGE>

                                   PRIDE, INC.
                          AND CONSOLIDATED SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS
                                                    December 31,    June 30,
                                                        2005          2005
                                                    (Unaudited)   (See Note 1)
                                                    -----------   -----------
Current Assets
 Cash                                               $   405,353   $   251,754
 Mortgage notes receivable, current portion              20,853        27,148
 Investment in certificates of purchase                 972,350     1,387,613
 Marketable equity securities                            32,160        27,550
 Other                                                    3,915        17,899
                                                    -----------   -----------
Total Current Assets                                  1,434,631     1,711,964

Real estate, net of accumulated depreciation
 of $80,971 and $66,184 at December 31, 2005
 and June 30, 2005                                    1,158,606       996,302
Equipment and furnishings, net of accumulated
 depreciation of $53,481 and $62,528 at
 December 31, 2005 and June 30, 2005                     23,710        19,378
Mortgage notes receivable, net of current portion       120,322       145,712
Note receivable                                          91,994       104,242
                                                    -----------   -----------
Total Assets                                        $ 2,829,263   $ 2,977,598
                                                    ===========   ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities
 Accounts payable                                        20,446        13,498
 Officer's compensation payable                            --         126,400
 Deferred taxes payable, current                          1,034           934
 Accrued expenses                                        12,682        16,348
                                                    -----------   -----------
  Total Current Liabilities                              34,162       157,180

Deferred taxes payable, net of current portion          101,976       110,347
                                                    -----------   -----------
Total Liabilities                                       136,138       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                                             18,857        16,805
 Retained earnings                                      688,164       707,162
                                                    -----------   -----------
Total Stockholders' Equity                            2,693,125     2,710,071
                                                    -----------   -----------
Total Liabilities and Stockholders' Equity          $ 2,829,263   $ 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
                                               December 31,    December 31,
                                                   2005            2004
                                               ------------    ------------
Revenues
 Rent income, related party                    $      1,500    $      1,500
 Interest income                                     18,307          40,450
 Gain on sale of stock                                1,428            --
                                               ------------    ------------
                                                     21,235          41,950
                                               ------------    ------------
Expenses
 Depreciation                                        10,140           4,170
 Officer's compensation                                --               536
 Professional fees                                   17,921          27,072
 Property taxes                                      14,577           1,039
 Other                                                7,237           4,941
                                               ------------    ------------
                                                     49,875          37,758
                                               ------------    ------------
Income (loss) from continuing operations            (28,640)          4,192

Discontinued operations:
 Loss on discontinued operations                       --            (1,473)
 Gain on sales of discontinued operations            12,507           4,506
                                               ------------    ------------
Net Income (Loss) before Provision for
 Income Taxes                                       (16,133)          7,225
                                               ------------    ------------
Provision (benefit) for income taxes:
 Current                                             (2,985)            304
 Deferred                                              --              --
                                               ------------    ------------
                                                     (2,985)            304
                                               ------------    ------------
Net Income (Loss)                              $    (13,148)   $      6,921
                                               ------------    ------------
Per Share                                      $       (.01)   $        .01
                                               ============    ============
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>

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

                                                  Six Months Ended
                                            December 31,    December 31,
                                                2005            2004
                                            ------------    ------------
Revenues
 Rent income, related party                 $      3,000    $      3,000
 Interest income                                  44,908          62,931
 Gain on sale of stock                             1,428            --
                                            ------------    ------------
                                                  49,336          65,931
                                            ------------    ------------
Expenses
 Depreciation                                     20,740           8,340
 Officer's compensation                             --               536
 Professional fees                                36,351          47,420
 Property taxes                                   20,206           7,562
 Other                                            14,374           3,107
                                            ------------    ------------
                                                  91,671          66,965
                                            ------------    ------------
Income (loss) from continuing operations         (42,335)         (1,034)

Discontinued operations:
 Loss on discontinued operations                    --            (1,348)
 Gain on sales of discontinued operations         12,507           4,497
                                            ------------    ------------
Net Income (Loss) before Provision for
 Income Taxes                                    (29,828)          2,115
                                            ------------    ------------
Provision (benefit) for income taxes:
 Current                                          (5,518)            304
 Deferred                                         (5,312)           --
                                            ------------    ------------
                                                 (10,830)            304
                                            ------------    ------------
Net Income (Loss)                           $    (18,998)   $      1,811
                                            ------------    ------------
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.

                                       5
<PAGE>

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

                                                         Six Months Ended
                                                   December 31,    December 31,
                                                       2005            2004
                                                   ------------    ------------
Cash Flows from (Used in):
 Operating Activities of Continuing Operations:
  Net income (loss)                                $    (18,998)   $      1,811
  Less:  Income from discontinued
   operations                                            12,507           3,149
                                                   ------------    ------------
 Net (Loss) from Continuing Operations                  (31,505)         (1,338)

 Adjustments to reconcile net (loss) from
  continuing operations to net cash from
  operating activities of continuing operations:
    Depreciation                                         20,740           8,340
   Increase (decrease) in:
     Income tax payable                                    --           (18,935)
     Deferred tax payable                               (10,830)           --
     Accounts payable and accrued expenses                3,282         (19,187)
     Officer's compensation payable                    (126,400)       (103,815)
   Other                                                 13,985           4,497
                                                   ------------    ------------
Net Cash (Used in) Operating Activities of
 Continuing Operations                                 (130,728)       (130,438)
                                                   ------------    ------------
Cash Flows from (used in):
 Investing Activities of Continuing Operations:
 (Investment) in real estate and equipment             (187,376)           --
 (Investment) in certificates of purchase            (1,959,587)     (2,822,305)
 (Investment) in mortgage notes receivable              (11,700)           --
 Collection of note receivable                           12,248           6,435
 Redemption of certificates of purchase               1,897,714       2,059,849
 Collection of mortgage notes receivable                 43,385         217,477
                                                   ------------    ------------
Net Cash (Used in) Investing Activities of
 Continuing Operations                                 (205,316)       (538,544)
                                                   ------------    ------------
Cash Flows from Financing Activities of
 Continuing Operations                                     --              --
                                                   ------------    ------------
Discontinued Operations:
Net Cash Provided by Discontinued Operations            489,643         308,173
                                                   ------------    ------------
Net Cash Provided by Discontinued Operations            489,643         308,173
                                                   ------------    ------------
Increase (decrease) in Cash                             153,599        (360,809)

Cash, Beginning of Period                               251,754         475,669
                                                   ------------    ------------
Cash, End of Period                                $    405,353    $    114,860
                                                   ============    ============
Interest Paid                                      $       --      $       --
                                                   ============    ============
Income Taxes Paid                                  $       --      $       --
                                                   ============    ============

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

                                       6
<PAGE>

                                   PRIDE, INC.
                          AND CONSOLIDATED SUBSIDIARIES
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                          December 31, 2005 (Unaudited)


(1)   Unaudited Financial Statements

The balance sheet as of December 31, 2005, the statements of operations and the
statements of cash flows for the three month and six month periods ended
December 31, 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 and nine month periods ending December
31, 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
December 31, 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.








                                       7
<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.

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 March 31, 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%.

                                       8
<PAGE>

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 for the Three Months Ended December 31, 2005 and 2004
---------------------------------------------------------------------------

Revenue for the three month period ended December 31, 2005 was $21,235 as
compared to $41,950 for the three month period ended December 31, 2004, a
decrease of $20,715. Interest income amounted to $18,307 for the three month
period ended December 31, 2005 as compared to $40,450 for the three month period
ended December 31, 2004, a decrease of $22,143. This decrease resulted from
fewer investments in certificates of purchase and notes receivable.

Operating expenses for the three month period ended December 31, 2005 amounted
to $49,875 as compared to $37,758 for the three month period ended December 31,
2004, an increase of $12,117. Depreciation increased from $4,170 at December 31,
2004 to $10,140 at December, 31, 2005, an increase of $5,970 due to increased
investments in real estate. Professional fees amounted to $17,921 for the three
month period ended December 31, 2005 as compared to $27,072, a decrease of
$9,151. Other expenses increased by $15,298, and were related to costs incurred
on recently acquired properties.

During the three months ended December 31, 2005 and 2004, the Company sold
various real estate properties which were accounted for as discontinued
operations resulting in a gain from discontinued operations of $12,507 during
the three months ended December 31, 2005 as compared to a gain from discontinued
operations of $3,033 during the three months ended December 31, 2004, an
increase of $9,474.

Net loss for the three month period ended December 31, 2005 amounted to
($16,133) as compared to a net income of $6,921 during the three month period
ended December 31, 2004, a decrease of $23,054.

Results of Operations for the Six Months Ended December 31, 2005 and 2004
-------------------------------------------------------------------------

Revenue for the six month period ended December 31, 2005 was $49,336 as compared
to $65,931 for the six month period ended December 31, 2004, a decrease of
$16,595. Interest income amounted to $44,908 for the six month period ended
December 31, 2005 as compared to $62,931 for the six month period ended December
31, 2004, a decrease of $18,023. This decrease resulted from fewer investments
in certificates of purchase and notes receivable.

Operating expenses for the six month period ended December 31, 2005 amounted to
$91,671 as compared to $66,965 for the six month period ended December 31, 2004,
an increase of $24,706. Depreciation increased from $8,340 at December 31, 2004
to $20,740 at December, 31, 2005, an increase of $12,400 due to increased
investments in real estate. Professional fees amounted to $36,351 for the six
month period ended December 31, 2005 as compared to $47,420, a decrease of
$11,069. Other expenses increased by $23,375, and were related to costs incurred
on recently acquired properties.

During the six months ended December 31, 2005 and 2004, the Company sold various
real estate properties which were accounted for as discontinued operations
resulting in a gain from discontinued operations of $12,507 during the six
months ended December 31, 2005 as compared to a gain from discontinued
operations of $3,149 during the six months ended December 31, 2004, an increase
of $9,358.

Net loss for the six month period ended December 31, 2005 amounted to ($18,998)
as compared to a net income of $1,811 during the six month period ended December
31, 2004, a decrease of $20,809.

Liquidity and Capital Resources
-------------------------------

Working capital was $1,400,469 at December 31, 2005 as compared to $1,554,784 at
June 30, 2005. The Company's stockholders' equity was $2,693,125 at December 31,
2005 as compared to $2,710,071 at June 30, 2005. The decrease in stockholders'
equity related to an increase of $2,052 in appreciation of marketable securities
less a loss of ($18,998) for the six months ended December 31, 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.

                                       9
<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




                                       10
<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:  February 20, 2006


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

Date:  February 20, 2006








                                       11