UNITED STATES
             SECURITIES AND EXCHANGE COMMISSION
                    Washington, D.C. 20549
                       FORM 10-QSB/A

                    (Amendment No. 1)

(Mark One)

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

    For the quarterly period ended September 30, 2005

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

                For the transition period from to

                        Commission File No. 000-50956

                  LAWRENCE CONSULTING GROUP, INC.

        (Name of small business issuer as specified in its charter)

                                                           20-0653570
                            Delaware                   (I.R.S. Employer
                                                      Identification No.)
                    (State of Incorporation)


                 445 Central Avenue, Suite 305
                    Cedarhurst, New York  11516


            (Address of principal executive offices)

                          516/633-0924
                   (Issuer's telephone number)



     Indicate  by check mark  whether  the  registrant  is a shell  company  (as
defined in Rule 12b-2 of the Exchange Act).

[ X ] yes      [    ]  no


     The number of shares  outstanding of the registrant's class of Common Stock
as of November 1, 2005 was 275,900. The Company held no shares in treasury.


Explanatory Note

     This Quarterly Report on Form 10Q-SB/A of Lawrence  Consulting  Group, Inc.
(the  "Company")  for the three months  ended  September  30, 2005,  contains an
amendment to Exhibit 31.1 to the original  Quarterly Report on Form 10-QSB filed
on November 9, 2005 (the "Original Form 10-QSB") to reflect a restatement of the
certification  contained  therein.  This  Form  10-QSB/A  is  effective  for all
purposes as of the date of the filing of the original Form 10-QSB.

Item 6.  Exhibits

(a)  Exhibits:

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

                        Page 1 of 2 pages

<PAGE>
EXHIBIT 31.1
                                 CERTIFICATION

I, Dov Perlysky, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Lawrence Consulting
     Group, Inc. ("Lawrence Consulting Group");

2.   Based on my knowledge,  this quarterly  report does not contain any untrue
     statement of a material fact or omit to state a material fact  necessary to
     make the statements  made, in light of the  circumstances  under which such
     statements  were made, not misleading with respect to the period covered by
     this quarterly report;

3.   Based on my  knowledge,  the  financial  statements,  and other  financial
     information  included  in this  quarterly  report,  fairly  present  in all
     material respects the financial  condition,  results of operations and cash
     flows of Lawrence  Consulting Group as of and for, the periods presented in
     this quarterly report;

4.   Lawrence Consulting Group's other certifying officers and I are responsible
     for  establishing  and maintaining  disclosure  controls and procedures (as
     defined in  Exchange  Act Rules  13a-15(e)  and  15(d)-15(e)  and  internal
     control  over  financial  reporting  (as  defined  in  Exchange  Act  Rules
     13a-15(f) and 15(d) - 15(f)) for Lawrence Consulting Group and have:

     a.  Designed  such  disclosure  controls  and  procedures, or  caused  such
disclosure  controls and  procedures to be designed  under our  supervision,  to
ensure  that  material   information  relating  to  Lawrence  Consulting  Group,
including its  consolidated  subsidiaries,  is made known to us by others within
those entities, particularly during the period in which this quarterly report is
being prepared;

     b. Designed such internal control over financial reporting,  or caused such
internal control over financial  reporting to be designed under our supervision,
to provide reasonable assurance regarding the reliability of financial reporting
and the preparation of financial  statements for external purposes in accordance
with generally accepted accounting principles;


     c. Evaluated the  effectiveness of Lawrence Consutling Group's  disclosure
controls and procedures and presented in this report our  conclusions  about the
effectiveness  of the disclosure  controls and procedures,  as of the end of the
period covered by this report based on such evaluation; and

     d.  Disclosed  in this  report any change in  Lawrence  Consulting  Group's
internal  control over  financial  reporting that occured during its most recent
fiscal quarter (Lawrence Consulting Group's fourth fiscal quarter in the case of
an annual  report) that has  materially  affected,  or is  reasonably  likely to
materially affect,  Lawrence  Consulting Group's internal control over financial
reporting.

5.   Lawrence Consulting Group's other certifying officers and I have disclosed,
     based on our most recent  evaluation  of internal  control  over  financial
     reportings to Lawrence  Consulting Group's auditors and the audit committee
     of Lawrence  Consulting  Group's board of directors (or persons  performing
     the equivalent functions):

     a. All significant  deficiencies  and material  weaknesses in the design or
operation of internal  control over  financial  reporting  which are  reasonably
likely to  adversely  affect  Lawrence  Consulting  Group's  ability  to record,
process, summarize and report financial information; and

     b. Any fraud,  whether or not material,  that involves  management or other
employees who have a significant  role in Lawrence  Consulting  Group's internal
controls over financial reporting.

                                  SIGNATURES

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

                          LAWRENCE CONSULTING GROUP, INC.


                         /s/ Dov Perlysky
                            --------------------------------------
                            Dov Perlysky
                            Chief Executive Officer and Chief Financial Officer

Dated:  December 13,  2005


                        Page 2 of 2 pages