`UNITED STATES
				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
May 31, 2006.

.....Transition report under section 13 or 15(d) of the Securities Exchange Act of 1934 [No Fee Required] for the transition
period from _________ to _________.

					Commission File No: 0-23559

					SUNBURST ACQUISITIONS III, INC.
				     ---------------------------------------
					(Name of small business in its charter)


				Colorado                              84-14320001
			----------------------               -----------------------
			(State or other                      (IRS Employer Id.  No.)
			jurisdiction of Incorporation)

		Bellemarc Building, 1912 Sidewinder Drive, Suite 200-A  Park City, UT 84060
		---------------------------------------------------------------------------
		(Address of Principal Office)
                                    Zip Code

					Issuer's telephone number:    (949) 635-0647


Check whether the issuer (1) filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act
during the past 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 _ _ _

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

 Yes __X___ No ____

Applicable only to issuers involved in bankruptcy proceedings during the past five years

Check whether the issuer has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the
Exchange Act after the distribution of securities under a plan confirmed by a court.

  Yes __ X _ No __ _ __

Applicable only to corporate issuers

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date.
At May 31, 2006,33,303,840 shares were outstanding.

Transitional Small Business Disclosure
Format (Check one): Yes ____ _ No __ X_ _


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PART 1 - FINANCIAL INFORMATION



ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

       (a) The financial statements of registrant for the three months ended May 31, 2006, follow.  The financial
statements reflect all adjustments which are, in the opinion of management, necessary to a fair statement of the
results for the interim period presented.



SUNBURST ACQUISITIONS III, INC.

FINANCIAL STATEMENTS

May 31, 2006


























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					SUNBURST ACQUISITIONS III, INC.

					(A Development Stage Company)
						BALANCE SHEET
						May 31, 2006
						(Unaudited)



   ASSETS

CURRENT ASSETS:
   Cash and cash equivalents                         $   2,317
                                                     ---------

     Total current assets                                2,317
                                                     ---------


     TOTAL ASSETS                                    $   2,317
                                                     =========

  LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:
   Notes payable - related party                     $  43,042
   Accounts payable                                          -
                                                     ---------

     Total current liabilities                          43,042

STOCKHOLDERS' EQUITY (DEFICIT)
   Preferred stock, no par value
     20,000,000 shares authorized;
     no shares issued and outstanding                        -
   Common stock, no par value;
     100,000,000 shares authorized;
     33,303,840 shares issued and
     outstanding                                     2,020,435
   Additional paid-in capital                           51,180
   Deficit accumulated
     during the development stage                   (2,112,340)
                                                     ---------
     Total stockholders' deficit                       (40,725)
                                                     ---------
     TOTAL LIABILITIES AND STOCKHOLDERS'
       DEFICIT                                       $   2,317
                                                     =========







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


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                                          SUNBURST ACQUISITIONS III, INC.

					  (A Development Stage Company)
					  STATEMENTS OF OPERATIONS
						(Unaudited)


                            Period
                        August 27, 1997          For the three months           For the nine months
                        (inception) to              ended May 31,                  ended May 31,
                          May 31, 2006           2006         2005             2006         2005
                       -----------------       -----------  -----------      -----------  -----------

REVENUES                $          1,067       $         -  $         -      $         -  $         -
                       -----------------       -----------  -----------      -----------  -----------

EXPENSES
  Amortization                       300                 -            -                -            -
  Consulting fees                 14,849                 -          109            7,296        2,503
  General office                   2,474                 -           37               95          132
  Legal fees                      48,625               193            -            1,043          749
  Professional fees               29,850             1,820            -            1,820            -
  Rent                             5,250               150          150              450          450
  Taxes and licenses                 132                 -            -                -            -
  Transfer agent                  11,927               225            -            1,000          167
  Valuation allowance          2,000,000                 -            -                -            -
                       -----------------       -----------  -----------      -----------  -----------

      Total expense            2,113,407             2,388          296           11,704        4,001
                       -----------------       -----------  -----------      -----------  -----------

NET INCOME(LOSS)              (2,112,340)           (2,388)        (296)         (11,704)      (4,001)


Accumulated deficit
  Balance, Beginning
  of period                            -        (2,109,952)  (2,096,247)      (2,100,636)   (2,092,542)
                       -----------------       -----------  -----------      -----------   -----------

  Balance,
  end of period        $      (2,112,340)      $(2,112,340) $(2,096,543)     $(2,112,340)  $(2,096,543)
                       =================       ===========  ===========      ===========   ===========
NET INCOME(LOSS)
PER SHARE              $           (0.06)      $     (0.00) $     (0.00)     $     (0.00)  $     (0.00)
                       =================       ===========  ===========      ===========   ===========

WEIGHTED AVERAGE NUMBER
 OF SHARES OF COMMON
 STOCK AND COMMON STOCK
 EQUIVALENTS
 OUTSTANDING                  33,962,624        33,303,840   33,303,840       33,303,840    33,303,840
                       =================       ===========  ===========      ===========   ===========





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



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					Sunburst Acquisitions III, Inc.

					 (A Development Stage Company)
					STATEMENTS OF CASH FLOWS
						(Unaudited)


                                        Period
                                    August 27, 1997
                                     (inception)          For the nine months
                                       to May 31,            ended May 31,
                                         2006             2006           2005
                                   ---------------    ------------  -------------

CASH FLOWS FROM
    OPERATING ACTIVITIES:

  Net Loss                        $    (2,112,340)      $  (11,704)  $   (4,001)
  Adjustments to reconcile
     net loss to net cash flows
     from operating activities:
    Amortization                              300               -            -
    Rent expense                            4,050             450            -
    Stock issued for
     consulting fees                        4,935               -            -
    Increase(Decrease) in
     accounts payable                           -          (2,618)      (3,092)
    Increase in notes
     payable to related party              43,042          16,193        6,559
                                   --------------     -----------  -----------
  Net cash flows from
   operating activities                (2,060,013)          2,321         (534)

CASH FLOWS FROM
    INVESTING ACTIVITIES

  Increase in organization costs             (300)             -             -
                                   --------------   ------------   -----------

  Net cash flows from
   investing activities                      (300)             -             -

CASH FLOWS FROM
    FINANCING ACTIVITIES

  Issuance of common stock              2,007,500              -             -
  Issuance of preferred
   Stock                                    8,000              -             -
  Aditional paid-in capital                47,130              -           550
                                   --------------  -------------  ------------

  Net cash flows from
   financing activities                 2,062,630              -           550
                                   --------------  -------------  ------------

  Net increase in cash and
   cash equivalents                         2,317          2,321            16

CASH AND CASH EQUIVALENTS,
  Beginning of Period                           -             (4)            -
                                   --------------  -------------  ------------

CASH AND CASH EQUIVALENTS,
 End of Period                     $        2,317  $       2,317  $         16
                                   ==============  =============  ============






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


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					Sunburst Acquisitions III, Inc.

					(A Development Stage Company)
					NOTES TO FINANCIAL STATEMENTS
						May 31, 2006
						(Unaudited)



1.  Management's Representation of Interim Financial Information
    ------------------------------------------------------------

The accompanying financial statements have been prepared by Sunburst Acquisitions III, Inc. without audit
pursuant to the rules and regulations of the Securities and Exchange Commission.  Certain information and
footnote disclosures normally included in financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted as allowed by such rules and regulations, and
management believes that the disclosures are adequate to make the information presented not misleading. These
financial statements include all of the adjustments which, in the opinion of management, are necessary to a fair
presentation of financial position and results of operations.  All such adjustments are of a normal and recurring
nature.  These financial statements should be read in conjunction with the audited financial statements at August
31, 2005.


















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

SPECIAL NOTE OF CAUTION REGARDING FORWARD-LOOKING STATEMENTS

Certain statements in this report, including statements in the following discussion, which are not statements of
historical fact, are what are known as "forward-looking statements," which are basically statements about the
future. For that reason, these statements involve risk and uncertainty since no one can accurately predict the
future.  Words such as "plans," "intends," "will," "hopes," "seeks," "anticipates," "expects," and the like, often
identify such forward-looking statements, but are not the only indication that a statement is a forward-looking
statement. Such forward-looking statements include statements concerning our plans and objectives with
respect to the present and future operations of the Company, and statements which express or imply that such
present and future operations will or may produce revenues, income or profits. Numerous factors and future
events could cause the Company to change such plans and objectives, or fail to successfully implement such
plans or achieve such objectives, or cause such present and future operations to fail to produce revenues,
income or profits.

Therefore, the reader is advised that the following discussion should be considered in light of the discussion of
risks and other factors contained in this report on Form 10QSB and in the Company's other filings with the
Securities and Exchange Commission. No statements contained in the following discussion should be construed
as a guarantee or assurance of future performance or future results.

Liquidity and Capital Resources

As of May 31, 2006, the Company remains in the development stage. For the period ended May 31, 2006, the
Company's balance sheet reflects current and total assets of $ 2,317, and current liabilities of $43,042.

Results of Operations

During the period from August 27, 1997 (inception) through May 31, 2006, the Company has accumulated a
deficit of $2,112,340. This deficit is primarily the result of a $2,000,000 valuation allowance taken against a
promissory note from American Recruitment Conferences, Inc., a California corporation ("ARC") and
Workseek.com, Inc., a California corporation ("Workseek"). The promissory note was issued to the Company to
evidence a loan made in conjunction with execution of an Agreement and Plan of Reorganizaton with ARC and
Workseek, dated August 30, 1999. The proposed transaction was not consummated and recovery of the amount
dueunder the promissory note was doubtful. As a result, as of August 31, 2000, the promissory note receivable
was offset by a full allowance for realization.

During the period from inception to May 31, 2006, the Company has engaged in no significant operations other
than organizational activities, acquisition of capital, preparation and filing of the registration of its securities
under the Securities Exchange Act of 1934, as amended, compliance with its periodical reporting requirements,
and efforts to locate a suitable merger or acquisition candidate. No revenues were received by the Company
during this period.

From the date of filing of its registration statement under the Securities Exchange Act of 1934 (December 29,
1997) until the end of the fourth quarter of its 2001 fiscal year, the Company filed all required periodic reports
under the Securities Exchange Act of 1934. After completing the filing of the report on Form 10KSB for
the fiscal year ended August 31, 2001, the Company ceased filing reports in order to avoid incurring additional
legal and accounting expenses.

After the 2001 fiscal year, the Company remained dormant throughout the fiscal years ending August 31, 2002
and August 31, 2003. The Company incurred no expenses for legal and accounting fees in 2002 and 2003, and it
also ceased all efforts related to seeking a suitable merger or acquisition candidate during the period
it remained dormant.

Plan of Operations and Need for Additional Financing

The Company's plan of operations since August 31, 2001 was to remain dormant in order to avoid incurring
legal and accounting fees related to compliance with its reporting obligations. However, in February 2004 there
was a change of control, and the Company elected to begin taking the steps necessary to file all delinquent
reports and to once again become current in compliance with its reporting obligations under the Securities
Exchange Act of 1934. As of the date of filing of this report on Form 10QSB for the period ended May 31,
2006, the Company has completed the filing of all delinquent periodic reports and is current with its
periodic reporting obligations under the Securities Exchange Act of 1934.

For the fiscal year ending August 31, 2006, the Company's plan of operations is to remain current in compliance
with its reporting obligations under the Securities Exchange Act of 1934 and to engage in efforts to locate a
suitable merger or acquisition candidate. The Company will require additional capital in order to pay
the costs associated with making required filings and seeking out suitable merger or acquisition candidates.

No specific commitments to provide additional funds have been made by management or other stockholders,
and the Company has no current plans, proposals, arrangements or understandings with respect to the sale or
issuance of additional securities prior to the location of a merger or acquisition candidate. Accordingly, there
can be no assurance that any additional funds will be available to the Company to allow it to cover its expenses.
Notwithstanding the foregoing, to the extent that additional funds are required, the Company anticipates
receiving such funds in the form of advancements from current shareholders without issuance of additional
shares or other securities, or through the private placement of restricted securities rather than through a public
offering.

The Company may also seek to compensate providers of services by issuances of stock in lieu of cash. For
information as to the Company's policy in regard to payment for consulting services, see "Certain Relationships
and Transactions."


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Item 3.         CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures: Disclosure controls and procedures are designed to ensure
that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded,
processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure
controls and procedures include, without limitation, controls and procedures designed to ensure that information
required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to
management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely
decisions regarding required disclosure. As of the end of the period covered by this report, we carried out an
evaluation, under the supervision and with the participation of our management, including our Chief Executive
Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls
and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief
Financial Officer concluded that our disclosure controls and procedures were designed and were effective in
ensuring that information required to be disclosed in the reports submitted under the Exchange Act is recorded,
processed, summarized and reported as and when required.

Changes in Internal Control over Financial Reporting: There were no changes in our internal controls or in
other factors that could affect these controls subsequent to the date of their evaluation, including any
deficiencies or material weaknesses of internal controls that would require corrective action.



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

               	The following exhibits are filed herewith:

		31.1	Certifications pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities Exchange Act of
		1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

		32.1	Certifications pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
		Sarbanes-Oxley Act of 2002.



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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.



SUNBURST ACQUISITIONS III, INC.


By: /S/ Scott MacCaughern
Scott MacCaughern (Principal Executive Officer and Director)


Date: July 14, 2006
















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