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


                                   FORM 10-QSB


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

                 For the quarterly period ended: March 31, 2006

       [_] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE EXCHANGE ACT

                           Commission File No. 0-11808

                             MB SOFTWARE CORPORATION


                    Texas                                       59-2220004
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                           Identification Number)

                      2225 E. Randol Mill Road - Suite 305
                           Arlington, Texas 76011-6306
                                 (817) 633-9400


Check  whether the Issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
for 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 March 31, 2006,  16,145,432  shares of the Issuer's $.001 par value common
stock were outstanding.

Transitional Small Business Disclosure Format

                               Yes [   ] No [ X ]

<PAGE>

                    MB SOFTWARE CORPORATION AND SUBSIDIARIES

                                   Form 10-QSB

                          Quarter Ended March 31, 2006

PART I - FINANCIAL INFORMATION

ITEM 1 - FINANCIAL STATEMENTS

Consolidated Balance Sheet as of March 31, 2006 (Unaudited)....................3

Consolidated Statements of Operations for the three months ended
        March 31, 2006 and 2005 (Unaudited)....................................4

Consolidated Statements of Cash Flows for the three months ended
        March 31, 2006 and 2005 (Unaudited)....................................5


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS.............9

ITEM 3. CONTROLS AND PROCEDURES...............................................12

PART II. OTHER INFORMATION

ITEM 1. Legal Proceedings.....................................................13
ITEM 2. Changes in Securities and Use of Proceeds.............................13
ITEM 3. Defaults Upon Senior Securities.......................................13
ITEM 4. Submission of Matters to a Vote of Security Holders...................13
ITEM 5. Other Information.....................................................13
ITEM 6. Exhibits..............................................................13

SIGNATURE.....................................................................13












                                       2
<PAGE>
<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS

                    MB SOFTWARE CORPORATION AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEET
--------------------------------------------------------------------------------
                                                                         March 31,      December 31,
                                                                            2006            2005
                                                                        (unaudited)      (audited)
<S>                                                                     <C>             <C>
ASSETS
------
Current Assets
   Cash                                                                 $       --      $      2,828
   Accounts receivable                                                        23,128          30,198
   Inventory                                                                 113,607          30,644
   Prepaid inventory                                                          46,537         130,454
                                                                        ------------    ------------
Total current assets                                                         183,272         194,124

Fixed assets, net                                                             62,776          48,771
Security deposits                                                             14,912          14,912
                                                                        ------------    ------------
Total Assets                                                            $    260,960    $    257,807
                                                                        ============    ============

LIABILITIES AND STOCKHOLDERS' DEFICIENCY
----------------------------------------
Current liabilities
   Cash overdraft                                                       $      1,074    $       --
   Accounts payable                                                           60,732          34,919
   Accrued liabilities                                                       221,485         204,383
   Obligation under capital lease - current portion                            4,092           4,092
   Amounts due to related parties                                            704,357         625,012
   Accrued interest due to related parties                                    45,304          33,797
                                                                        ------------    ------------
Total current liabilities                                                  1,037,044         902,203

Long-term liabilities
   Obligation under capital lease - non-current portion                        2,147           3,069
                                                                        ------------    ------------

Total Liabilities                                                          1,039,191         905,272

Commitments and contingencies

Stockholders' Deficiency
   Preferred stock, $10 par value; 5,000,000 shares authorized;
      issued and outstanding none                                               --              --
   Common stock:  $0.001 par value;  20,000,000 shares authorized;
      issued and outstanding: 16,145,432                                      16,145          16,145
   Additional paid-in capital                                             11,181,496      11,181,496
   Accumulated deficit                                                   (11,963,833)    (11,833,067)
                                                                        ------------    ------------
                                                                            (766,192)       (635,426)
   Less: treasury stock, at cost;  4,089 shares                              (12,039)        (12,039)
                                                                        ------------    ------------
Total stockholders' deficiency                                              (778,231)       (647,465)
                                                                        ------------    ------------
Total Liabilities and Stockholders' Deficiency                          $    260,960    $    257,807
                                                                        ============    ============
</TABLE>

            See condensed notes to consolidated financial statements

                                       3
<PAGE>

                    MB SOFTWARE CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                       FOR THE THREE MONTHS ENDED MARCH 31
                                   (UNAUDITED)

--------------------------------------------------------------------------------

                                                 2006            2005
                                             ------------    ------------
Revenues                                     $     46,901    $     56,261
Cost of revenues                                   38,284          53,363
                                             ------------    ------------
Gross margin                                        8,617           2,898

Selling, general and administrative               122,963         172,497
                                             ------------    ------------

Loss from operations                             (114,346)       (169,599)

Other income (expense), net                       (16,420)         (7,406)
                                             ------------    ------------

Loss before provision for income taxes           (130,766)       (177,005)

Provision for income taxes                           --              --
                                             ------------    ------------

Net loss                                     $   (130,766)   $   (177,005)
                                             ============    ============

  Basic and diluted loss per share:          $     (0.008)   $      (0.01)
                                             ============    ============

Weighted average common shares outstanding     16,145,432      14,921,432
                                             ============    ============











            See condensed notes to consolidated financial statements.

                                       4
<PAGE>
<TABLE>
<CAPTION>

                    MB SOFTWARE CORPORATION AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                       FOR THE THREE MONTHS ENDED MARCH 31
                                   (UNAUDITED)

--------------------------------------------------------------------------------

                                                                                    2006         2005
                                                                                  ---------    ---------
<S>                                                                               <C>          <C>
Cash flows from operating activities
Net loss                                                                          $(130,766)   $(177,005)
Adjustments to reconcile net loss from to net cash used in operating activities
   Depreciation                                                                       2,425        2,002
Changes in assets and liabilities:
   (Increase) decrease in accounts receivable                                         7,070       (3,844)
   (Increase) decrease in inventory                                                 (82,963)       5,270
   (Increase) decrease in prepaid expenses and other assets                          83,917     (112,512)
    Increase (decrease) in accounts payable and accrued liabilities                  54,422       65,123
                                                                                  ---------    ---------
Net cash flows used in operating activities                                         (65,895)    (220,966)

Cash flows from investing activities
   Cash paid for intangible assets                                                     --        (75,000)
   Purchase of fixed assets                                                         (16,430)     (26,144)
                                                                                  ---------    ---------
Net cash flows used in investing activities                                         (16,430)    (101,144)

Cash flows from financing activities
   Cash overdraft                                                                     1,074         --
   Net advances - related parties                                                    79,345      318,025
   Principal payments under capital lease                                              (922)      (1,023)
                                                                                  ---------    ---------
Net cash flows provided by financing activities                                      79,497      317,002
                                                                                  ---------    ---------

Decrease in cash                                                                     (2,828)      (5,108)

Cash and cash equivalents, beginning of period                                        2,828        7,889
                                                                                  ---------    ---------

Cash and cash equivalents, end of period                                          $    --      $   2,781
                                                                                  =========    =========

Cash paid during the year for:
   Interest  and income taxes                                                          --           --
                                                                                  =========    =========
</TABLE>


            See condensed notes to consolidated financial statements.


                                       5
<PAGE>

                    MB SOFTWARE CORPORATION AND SUBSIDIARIES
                          QUARTER ENDED MARCH 31, 2006
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

--------------------------------------------------------------------------------

NOTE 1: BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in accordance with generally accepted accounting principles in the United States
of America for interim  financial  information and with the instructions to Form
10-QSB and Rule 10-01 of Regulation S-X. They do not include all information and
notes required by generally accepted accounting  principles in the United States
of America for complete financial statements.

In the  opinion of  management,  all  adjustments  (which  include  only  normal
recurring  adjustments)  necessary  to present  fairly the  financial  position,
results of operations  and cash flows for all periods  presented have been made.
Preparing  financial  statements  requires  management  to  make  estimates  and
assumptions that affect the reported amounts of assets, liabilities, revenue and
expenses.  Actual  results  may differ  from  these  estimates.  The  results of
operations for the period ended March 31, 2006 are not necessarily indicative of
the operating  results that may be expected for the entire year ending  December
31, 2006.  These  financial  statements  should be read in conjunction  with the
Management's  Discussion  and  Analysis  included  in  the  Company's  financial
statements and accompanying  notes thereto as of and for the year ended December
31, 2005, filed with the Company's Annual Report on Form 10-KSB


NOTE 2: GOING CONCERN

The financial  statements  have been prepared on a going  concern  basis,  which
contemplates  realization  of  assets  and  liquidation  of  liabilities  in the
ordinary course of business.  The Company has continuously  incurred losses from
operations and has a significant  accumulated  deficit.  The  appropriateness of
using the going concern basis is dependent upon the Company's  ability to obtain
additional  financing or equity capital and,  ultimately,  to achieve profitable
operations.  These  conditions  raise  substantial  doubt  about its  ability to
continue as a going concern.

It is the  Company's  belief that it will  continue to incur losses for at least
the next twelve months,  and as a result will require additional funds from debt
or equity investments to meet such needs. To meet these objectives, management's
plans are to (i) raise capital by obtaining  financing from debt financing and /
or equity financing through private placement  efforts,  (ii) issue common stock
for  services  rendered in lieu of cash  payments  and (iii)  obtain  loans from
shareholders  as  necessary.   Without  realization  of  additional  capital  or
significant  revenues from  operations,  it would be unlikely for the Company to
continue as a going concern.  The Company anticipates that its shareholders will
contribute  sufficient  funds to satisfy  the cash needs of the  Company for the
next twelve months.  However,  there can be no assurances to that effect, as the
Company  has  minimal  revenues  and the  Company's  need for capital may change
dramatically if it is successful in expanding its current  business or acquiring
a new business.  If the Company cannot obtain needed funds,  it may be forced to
curtail or cease its activities.

Management  believes  that  actions  presently  taken to  revise  the  Company's
operating and financial  requirements provide the opportunity for the Company to
continue as a going  concern.  The  Company's  future  ability to achieve  these
objectives  cannot  be  determined  at this  time.  The  accompanying  financial
statements do not include any adjustments  that might result from the outcome of
this uncertainty.


                                       6
<PAGE>
<TABLE>
<CAPTION>

NOTE 3 - RELATED PARTY TRANSACTIONS

Funds  are  advanced  from  various  related  parties  including  the  Company's
President and CEO/CFO and entities  controlled by him. Other  shareholders  fund
the company as necessary to meet working capital requirements and expenses.  The
advances are made pursuant to a note  agreement  that bears  interest at 10% per
annum,  payable  quarterly,  and with maturity  dates through June 30, 2006. All
notes are current liabilities.  Accrued interest due to related parties included
in accrued  liabilities  as of March 31,  2006 was  approximately  $45,000.  The
following is a summary of amounts due to / from related  parties as of March 31,
2006:

     Related party           Nature of relationship                 Terms of the agreement                Amounts due
                                                                                                           to related
                                                                                                             parties
------------------------- ----------------------------- ----------------------------------------------- ----------------
<S>                       <C>                           <C>                                             <C>
Scott Haire, an           Chairman of the Board,        Unsecured note dated July 11, 2005 for          $         10,000
individual                CEO and CFO of this           $10,000 at 10% per annum, due on
                          Company                       December 31, 2005, currently in default

HEB, LLC, a               Scott Haire, Chairman         Series of funds advanced under two                       394,947
Nevada Limited            President, CEO and CFO        separate, unsecured $1 million lines of
Liability Company         of this company, controls     credit dated November 26, 2003 and
                          both entities financing       November 4, 2004, both at 10% per
                          and operating decisions       annum; no maturity date, interest
                                                        payable quarterly; unused lines available
                                                        at March 31, 2006 total $1,605,053.

Araldo Cossutta,          Director and stockholder      Series of unsecured notes bearing                        297,000
an individual             of the Company                interest at 10% per annum , maturing
                                                        through June 30, 2006. As of March 31,
                                                        2006, $147,000 were past due and
                                                        $155,000 mature on June 30, 2006.

eAppliance                Controlling owners in         Note dated January 1, 2004 for $2,410 at                   2,410
Payment Solutions,        eAppliance Payment            10% per annum due on December 31,
LLC a Nevada              Solutions, LLC are            2005 (currently in default)
Limited Liability         Cossutta and Haire
Company
                                                                                                        ----------------
                                                                                                        $        704,357
                                                                                                        ================
</TABLE>

NOTE 4 - COMMITMENTS AND CONTINGENCIES

Consulting Agreement

The Company's  subsdiary  entered into a Consulting  Agreement dated November 7,
2005, for consulting and advisory services to the Company for period of 6 months
at the rate of $12,500 per month.  For the three  months  ended March 31,  2006,
consulting  expenses  totaled  $37,500 (2004:  $-) for this  consultant.  Future
commitments under the Consulting Agreement for 2006 are $18,750.

Operating leases

The Company  leases office space and office  equipment  under  operating  leases
expiring in various years through 2009. Rental expense charged to operations for
the three months ended March 31, 2006 was approximately $27,000 (2004: $27,000).


                                       7
<PAGE>

Minimum future rental  payments  under  non-cancelable  operating  leases having
remaining  terms in excess of 1 year as of March 31, 2006,  for each of the next
five years and in the aggregate are as follows (approximately):

2006                            $ 78,000
2007                              91,000
2008                              57,000
2009                              39,000
2010                                --
                                --------
                                $265,000
                                ========


Capital leases

The  Company  leases a phone  system  under a  capital  lease  for a  period  of
thirty-six  months through  September 2007.  Minimum future lease payments under
capital  lease as of March 31, 2006,  for each of the next five years and in the
aggregate are: (2006: $4,092 and 2007: $2,147).

Federal Payroll Taxes

The Company is delinquent in the payment of its payroll tax liabilities with the
Internal  Revenue  Service.  As of March 31, 2005,  unpaid  payroll  taxes total
approximately  $143,000 and related penalties and interest  approximated $37,000
computed  through  March 31, 2006,  and are included in accrued  liabilities  at
March 31,  2006.  The  Company  expects  to pay  these  delinquent  payroll  tax
liabilities  as soon as  possible.  The final  amount due will be subject to the
statutes of limitations related to such liabilities and to negotiations with the
Internal Revenue Service.












                                       8
<PAGE>

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

CAUTION CONCERNING FORWARD-LOOKING STATEMENTS/RISK FACTORS

Introduction

Management's  discussion  and analysis of results of  operations  and  financial
condition ("MD&A") is provided as a supplement to the accompanying  consolidated
financial  statements  and  footnotes  to help provide an  understanding  of our
financial condition, changes in financial condition and results of operations.

Caution Concerning Forward-Looking Statements/Risk Factors

The  following  discussion  should  be read in  conjunction  with the  financial
statements and the notes thereto and the other financial  information  appearing
elsewhere in this document. In addition to historical information, the following
discussion  and other parts of this  document  contain  certain  forward-looking
information.  When used in this discussion, the words "believes," "anticipates,"
"expects,"  and similar  expressions  are  intended to identify  forward-looking
statements.  Such  statements  are subject to certain  risks and  uncertainties,
which could cause actual results to differ  materially  from those projected due
to a number of factors  beyond our  control.  We do not  undertake  to  publicly
update or revise any of our  forward-looking  statements  even if  experience or
future  changes show that the indicated  results or events will not be realized.
You  are  cautioned  not  to  place  undue  reliance  on  these  forward-looking
statements,  which  speak  only as of the date  hereof.  You are  also  urged to
carefully review and consider our discussions regarding the various factors that
affect our business, included in this section and elsewhere in this report.

Factors That Could Affect Future Results

We face an inherent  risk of exposure to product  liability  claims in the event
that the use of our products results in injury.  Such claims may include,  among
others,   that  our  products   contain   contaminants  or  include   inadequate
instructions  as to use or  inadequate  warnings  concerning  side  effects  and
interactions with other substances.  We do not anticipate obtaining  contractual
indemnification  from parties supplying raw materials or marketing our products.
In any event, any such indemnification if obtained would be limited by our terms
and, as a practical matter, to the  creditworthiness  of the indemnifying party.
In  the  event  that  we  do  not  have   adequate   insurance  or   contractual
indemnification, product liabilities relating to defective products could have a
material adverse effect on our operations and financial conditions.

Because  of  our  dependence  upon  consumer   perceptions,   adverse  publicity
associated with illness or other adverse  effects  resulting from the use of our
products or any similar  products  distributed by other  companies  could have a
material  adverse effect on our operations.  Such adverse  publicity could arise
even  if the  adverse  effects  associated  with  such  products  resulted  from
consumers' failure to consume such products as directed. In addition, we may not
be able to counter the effects of negative publicity  concerning the efficacy of
our  products.  Any  such  occurrence  could  have  a  negative  effect  on  our
operations.

Other key factors that affect our operating results are as follows:

     o    Overall customer demand and acceptance for our various products.
     o    Volume  of  products  ordered  and the  prices  at  which  we sell our
          products.
     o    Our ability to manage our cost structure for capital  expenditures and
          operating  expenses  such  as  salaries  and  benefits,   freight  and
          royalties.
     o    Our ability to match operating costs to shifting volume levels.
     o    Increases in the cost of raw materials and other supplies.
     o    The impact of competitive products.
     o    Limitations on future financing.
     o    Increases  in the cost of  borrowings  and  unavailability  of debt or
          equity capital.
     o    Our inability to gain and/or hold market share.


                                       9
<PAGE>

     o    Exposure to and expense of resolving and defending  product  liability
          claims and other litigation.
     o    Managing and maintaining growth.
     o    The success of product development and new product  introductions into
          the marketplace.
     o    The departure of key members of management.
     o    Our ability to efficiently manufacture our products.
     o    Unexpected customer bankruptcy.

Overview and Plan of Operation

The  Company  currently  has limited  business  operations,  maintaining  leased
offices in Arlington, TX, and Fort Lauderdale,  FL. All major business functions
are performed by our subsidiary, Wound Care Innovations.  Although Wound Care is
a distributor  of our products,  it is also  responsible  for product  packaging
development,  packaging materials,  and coordination of all processes except the
actual  manufacturing of the product.  Wound Care also conducts other activities
that are typical of a product distributor and include sales, marketing, customer
service,  and customer support.  All of these activities are run and managed out
of Wound Care's Fort Lauderdale offices.

Manufacturing of our products is conducted by Applied Nutritionals. Warehousing,
shipping,  and physical  inventory  management is outsourced to Diamond Contract
Manufacturing of Rochester, NY.

Our sales and  marketing  activities to date have been limited and have resulted
in a nominal revenue stream. Through these activities, we have, however, secured
product  evaluations with a number of key accounts.  These accounts are regional
and national healthcare  provider  organizations that represent strong recurring
revenue opportunities for the Company.

We  currently  intend  to  secure  capital  resources  for  expansion  of staff,
inventories,  marketing efforts, and research and development, however we may be
unsuccessful  in our efforts to secure such  capital.  If we are  successful  in
raising capital,  we anticipate  hiring a number of management,  marketing,  and
clinical  staff to secure  additional  accounts,  market to the broader US wound
care   market,   support   customers  in  specific   geographies,   broaden  our
clinical/educational  programs,  and evaluate  retail and  international  market
opportunities.

Results of Operations

Three months ended March 31, 2006 and 2005

Revenues.  The Company  generated  revenues for the three months ended March 31,
2006 of $46,901 (2005: $56,261),  through its wholly-owned subsidiary Wound Care
Innovations,  LLC, ("WCI"), a decrease of approximately 17% from the same period
in 2005.

Cost of  revenues  and gross  margin.  Costs of revenues  for 2006 were  $38,284
(2005:  $53,363) resulting in a gross margin of $8,617 (2005: $2,898). Our gross
margins  increased  to 18%  versus  5% in 2005 as a result of the  reduction  in
employees  from 3 employees  in 2005 to 2  employees  in 2006.  We don't  expect
realization  of gross  margins to increase  much higher as we bear the costs and
continue to try to compete with other larger,  better capitalized companies that
can offer a similar product at a reduced cost.

Selling, general and administrative expenses ("SGA"). SGA for 2006 were $122,963
(2005:  $172,497) and consisted  primarily of wages,  facility-related  expenses
such as rent and utilities,  and outside professional services such as legal and
professional fees incurred in connection with our SEC reporting requirements. We
expect selling,  general and administrative  expenses to increase as we continue
to expand our  marketing  efforts and the number of products we offer and as our
business  continues to grow and the costs associated with being a public company
continue to increase as a result of increased reporting requirements,  including
but not limited to the Sarbanes-Oxley Act of 2002.


                                       10
<PAGE>

Liquidity and Capital Resources

The Company currently has limited resources to maintain its current  operations,
secure more inventory, and meet its contractual obligations.  Additional capital
must be raised immediately through equity or debt offerings. If we are unable to
obtain additional  capital,  we will be unable to operate our business.  We have
historically relied on advances from related parties to fund our working capital
expenses.  We  generated a loss from  operations  of $130,766  and we had a cash
overdraft of approximately $1,100 at March 31, 2006.

Without   realization  of  additional  capital  or  significant   revenues  from
operations, it would be unlikely for the Company to continue as a going concern.
The  consolidated  financial  statements  have been  prepared on a going concern
basis, which  contemplates  realization of assets and liquidation of liabilities
in the ordinary course of business. The Company has continuously incurred losses
from operations and has a significant  accumulated  deficit. The appropriateness
of using the going  concern  basis is dependent  upon the  Company's  ability to
obtain  additional  financing  or equity  capital  and,  ultimately,  to achieve
profitable  operations.  These  conditions  raise  substantial  doubt  about its
ability to continue as a going concern.  The financial statements do not include
any  adjustments  that might  result  from the outcome of this  uncertainty  and
should not be regarded as typical for normal operating periods.

It is the Company's  belief that it will continue to incur nominal losses for at
least the next twelve months, and as a result will require additional funds from
debt or equity investments to meet such needs. The Company  anticipates that its
officers and shareholders  will contribute  sufficient funds to satisfy the cash
needs of the  Company  for the next  twelve  months.  However,  there  can be no
assurances  to that effect,  as the Company has  insignificant  revenues and the
Company's  need for  capital  may change  dramatically  if it is  successful  in
acquiring a new business.  If the Company cannot obtain needed funds,  it may be
forced to curtail or cease its activities.  Our future funding requirements will
depend on  numerous  factors,  some of which are beyond the  Company's  control.
These  factors  include  our  ability to operate  profitably,  recruit and train
management and personnel, and to compete with other, better-capitalized and more
established competitors. To meet these objectives, management's plans are to (i)
raise capital by obtaining  financing  through private placement  efforts,  (ii)
issue  common  stock for  services  rendered in lieu of cash  payments and (iii)
obtain loans from officers and shareholders as necessary.

Contractual Obligations (Commitments And Contingencies)

Consulting Agreement

The Company's  subsdiary  entered into a Consulting  Agreement dated November 7,
2005, for consulting and advisory services to the Company for period of 6 months
at the rate of $12,500 per month.  For the three  months  ended March 31,  2006,
consulting  expenses  totaled  $37,500 (2004:  $-) for this  consultant.  Future
commitments under the Consulting Agreement for 2006 are $18,750.

Operating leases

The Company  leases office space and office  equipment  under  operating  leases
expiring in various years through 2009. Rental expense charged to operations for
the three months ended March 31, 2006 was approximately $27,000 (2004: $27,000).
Minimum future rental  payments  under  non-cancelable  operating  leases having
remaining  terms in excess of 1 year as of March 31, 2006,  for each of the next
five years and in the aggregate are as follows (approximately):

2006                            $ 78,000
2007                              91,000
2008                              57,000
2009                              39,000
2010                                --
                                --------
                                $265,000
                                ========


                                       11
<PAGE>

Capital leases

The  Company  leases a phone  system  under a  capital  lease  for a  period  of
thirty-six  months through  September 2007.  Minimum future lease payments under
capital  lease as of March 31, 2006,  for each of the next five years and in the
aggregate are: (2006: $4,092 and 2007: $2,147).

Federal Payroll Taxes

The Company is delinquent in the payment of its payroll tax liabilities with the
Internal  Revenue  Service.  As of March 31, 2005,  unpaid  payroll  taxes total
approximately  $143,000 and related penalties and interest  approximated $37,000
computed  through  March 31, 2006,  and are included in accrued  liabilities  at
March 31,  2006.  The  Company  expects  to pay  these  delinquent  payroll  tax
liabilities  as soon as  possible.  The final  amount due will be subject to the
statutes of limitations related to such liabilities and to negotiations with the
Internal Revenue Service.

ITEM 3.   CONTROLS AND PROCEDURES


As of the end of the period  covered by this  report,  the Company  conducted an
evaluation,  under the supervision and with the  participation  of the principal
executive officer, who is also the principal financial officer, of the Company's
disclosure  controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)
under the Securities  Exchange Act of 1934 (the "Exchange Act")).  Based on this
evaluation,   the  principal  executive   officer/principal   financial  officer
concluded that the Company's disclosure controls and procedures are effective to
ensure that information  required to be disclosed by the Company in reports that
it files or submits  under the Exchange Act is recorded,  processed,  summarized
and  reported  within the time  periods  specified  in  Securities  and Exchange
Commission  rules and  forms.  There was no  change  in the  Company's  internal
control over financial  reporting  during the Company's most recently  completed
fiscal  quarter  that  has  materially  affected,  or is  reasonably  likely  to
materially affect, the Company's internal control over financial reporting.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
such evaluation.












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<PAGE>

PART II  - OTHER INFORMATION

ITEM 1.   Legal Proceedings - None

ITEM 2.   Changes in Securities and Use of Proceeds - 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

(a)  Exhibits

31        Certification pursuant to Rule 13a-14(a)/15d-14(a)

32        Certification of Principal  Executive Officer and Principal  Financial
          Officer  in  accordance  with 18 U.S.C.  Section  1350,  as adopted by
          Section 906 of the Sarbanes-Oxley Act of 2002



                                   SIGNATURES

In accordance  with the  requirements  of the Exchange Act, the  registrant  has
caused this report to be signed on its behalf by the undersigned  thereunto duly
authorized.

                                         MB SOFTWARE CORPORATION



Date: May 22, 2006                        /s/ Scott A. Haire
                                         ---------------------------------------
                                         Scott A.  Haire, Chairman of the Board,
                                         Chief Executive Officer and President
                                         (Principal Financial Officer)












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