`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, 2005.

 ....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:    (435) 615-6585


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 ____  No ___X___

Indicate by check mark whether the registrant is a shall 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, 2005,
33,303,840 shares were outstanding.

Transitional Small Business Disclosure
Format (Check one): Yes _____   No __X__


					1

<PAGE>


PART 1 - FINANCIAL INFORMATION



ITEM 1.  FINANCIAL STATEMENTS AND EXHIBITS

       (a)  The financial statements of registrant for the
three months ended May 31, 2005, 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, 2005
















					2


<PAGE>


                        SUNBURST ACQUISITIONS III, INC.

                         (A Development Stage Company)

                                BALANCE SHEET
                                 May 31, 2005
                                 (Unaudited)


ASSETS

CURRENT ASSETS:
   Cash and cash equivalents                         $      16
                                                     ---------

     Total current assets                                   16
                                                     ---------


     TOTAL ASSETS                                    $      16
                                                     =========

  LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

CURRENT LIABILITIES:
   Accounts payable                                  $   2,503
   Notes payable - related party                        23,041
                                                     ---------

     Total current liabilities                          25,544

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                           50,580
   Deficit accumulated
     during the
     development stage                              (2,096,543)
                                                     ---------
     Total stockholders' deficit                       (25,528)
                                                     ---------
     TOTAL LIABILITIES AND STOCKHOLDERS'
       DEFICIT                                       $      16
                                                     =========




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

					F-1


<PAGE>


                                           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, 2005             2005        2004          2005       2004
                       ----------------       -----------   ---------    ---------- ----------

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

EXPENSES
  Amortization                      300                 -           -             -           -
  Consulting fees                 7,437               109           -         2,503           -
  General office                  2,359                37          12           132          27
  Legal fees                     46,637                 -           -           749           -
  Professional fees              26,380                 -       6,011             -       6,011
  Rent                            4,650               150         150           450         450
  Taxes and licenses                132                 -           -             -           -
  Transfer agent                  9,715                 -           -           167        (378)
  Valuation allowance         2,000,000                 -           -             -           -
                       ----------------       -----------   ---------    ---------- -----------

      Total expense           2,097,610               296       6,173         4,001       6,110
                       -----------------      -----------   ---------    ---------- -----------

NET LOSS                     (2,096,543)             (296)     (6,173)       (4,001)     (6,110)


Accumulated deficit
  Balance, Beginning
  of period                           -        (2,096,247) (2,070,131)   (2,092,542) (2,070,194)
                       ----------------       -----------  ----------    ---------- -----------

  Balance,
  end of period        $     (2,096,543)      $(2,096,543)$(2,076,304)  $(2,096,543)$(2,076,304)
                       ================       =========== ===========   =========== ===========
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                 34,047,471       33,303,840  33,303,840    33,303,840  33,303,840
                       =================      =========== ===========   =========== ===========



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

					F-2



<PAGE>


                                     Sunburst Acquisitions III, Inc.
                                      (A Development Stage Company)
                                        STATEMENTS OF CASH FLOWS
                                              (Unaudited)



                                        Period
                                   August 27, 1997           For the nine months
                                    (inception) to               ended May 31,
                                     May 31, 2005              2005        2004
                                  -----------------        -----------  -----------

CASH FLOWS FROM
    OPERATING ACTIVITIES:

  Net Loss                        $      (2,096,543)       $    (4,001) $   (6,110)
  Adjustments to reconcile
     net loss to net cash flows
     from operating activities:
    Amortization                                300                  -           -
    Rent expense                              3,000                  -           -
    Stock issued for
     consulting fees                          4,935                  -           -
    Increase(Decrease) in
     accounts payable                         2,503             (3,092)      1,274
    Increase(Decrease) in
     notes payable                           23,042              6,559           -
                                  -----------------        -----------  ----------
  Net cash flows from
   operating activities                  (2,062,763)              (534)     (4,836)

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                  -           -
  Additional paid-in capital                 47,579                550       4,834
                                  -----------------        -----------  ----------

  Net cash flows from
   financing activities                   2,063,979                550       4,834
                                  -----------------        -----------  ----------

  Net increase in cash and
    cash equivalents                             16                 16          (2)

CASH AND CASH EQUIVALENTS,
  Beginning of Period                             -                  -           8
                                  -----------------        -----------  ----------

CASH AND CASH EQUIVALENTS,
 End of Period                    $              16        $        16  $        6
                                  =================        ===========  ==========




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

					F-3


<PAGE>



                          Sunburst Acquisitions III, Inc.

                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                   May 31, 2005
                                   (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, 2004.



















					F-4

<PAGE>





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, 2005, the Company remains in the development stage. For the
period ended May 31, 2005, the Company's balance sheet reflects current and
total assets of $ 16, and current liabilities of $25,544.

Results of Operations

During the period from August 27, 1997 (inception) through February 28, 2005, the
Company has accumulated a deficit of $2,078,454. 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 due
under 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, 2005, 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.


					7

<PAGE>

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, 2005, 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, 2005, 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."



Item 3.         CONTROLS AND PROCEDURES

As of the filing date of this report, we carried out an evaluation, under the
supervision and with the participation of our chief executive officer and chief
financial officer, of the effectiveness of the design and operation of our
disclosure controls and procedures.  Based on this evaluation, our chief executive
officer and chief financial officer concluded that our disclosure controls and
procedures are effective in timely alerting management to material information
required to be included in our periodic SEC reports.  It should be noted that
design of any system of controls is based in part upon certain assumptions about
the likelihood of future events, and there can be no assurance that any design
will succeed in achieving its stated goals under all potential future conditions,
regardless of how remote.

In addition, there has been no change in our internal control over financial
reporting during the most recent fiscal quarter that has materially affected, or
is reasonably likely to materially affect, our internal control over financial
reporting.

					8

<PAGE>

PART II

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.



					9

<PAGE>


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: December 9, 2005













					10`