UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 ______________  FORM 10-QSB ______________  o
        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended ______________  x
        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the transition period from April 30, 2005 to June 30, 2005  Commission File No. 000-50494 ______________  EFFECTIVE PROFITABLE SOFTWARE, INC. (Exact name of small business issuer as specified in its charter) ______________  Delaware
        98-0412432(State or other jurisdiction ofincorporation or organization)
        (I.R.S. Employer Identification No.)  1 Innwood Circle, Suite 209, Little Rock, Arkansass
        72211(Address of principal executive offices)
        (Zip Code)  (501) 223-3310(Issuers telephone number)  Check whether the issuer (1) has 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 issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days. YesoNox  Check whether the registrant has filed all documents and reports required to be filed by Sections 12, 13, or 15(d) of the Exchange Act subsequent to the distribution of securities under a plan confirmed by a court. YesoNox  Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act.  Yes
        x
        Noo  State the number of shares outstanding of each of the issuer's classes of common
equity, as of June 7, 2006: 55,780,000 shares of common stock.  Transitional Small Business Disclosure Format (check one): YesoNox     TABLE OF CONTENTS




PART I  FINANCIAL INFORMATION
        1Item 1.   Financial Information
        1Item 2.   Managements Discussion and Analysis or Plan of Operation
        2Item 3.   Controls and Procedures
        3PART II -OTHER INFORMATION
        4Item 1.   Legal Proceedings.
        4Item 2.   Unregistered Sales of Equity Securities and Use of Proceeds.
        4Item 3.   Defaults Upon Senior Securities.
        4Item 4.   Submission of Matters to a Vote of Security Holders.
        4Item 5.   Other Information.
        4Item 6.   Exhibits and Reports of Form 8-K.
        5SIGNATURES
        6

i



PART I  FINANCIAL INFORMATION




Item 1.
        Financial Information







EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)





TABLE OF CONTENTS






PAGE
        1
        CONDENSED CONSOLIDATED BALANCE SHEET AS OF JUNE 30, 2005 (UNAUDITED)PAGE
        2
        CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED JUNE 30, 2005, FOR THE THREE MONTHS ENDED JUNE 30, 2004, FOR THE PERIOD FROM FEBRUARY 23, 2004 (INCEPTION) TO JUNE 30, 2004 AND FOR THE PERIOD FROM FEBRUARY 23, 2004 (INCEPTION) TO JUNE 30, 2005 (UNAUDITED)PAGE
        3
        CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS DEFICIENCY FOR THE PERIOD FROM FEBRUARY 23, 2004 (INCEPTION) TO JUNE 30, 2005 (UNAUDITED)PAGE
        4
        CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE SIX MONTHS ENDED JUNE 30, 2005, FOR THE PERIOD FROM FEBRUARY 23, 2004 (INCEPTION) TO JUNE 30, 2004 AND FOR THE PERIOD FROM FEBRUARY 23, 2004 (INCEPTION) TO JUNE 30, 2005 (UNAUDITED)PAGES
        5 - 9
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS AS OF JUNE 30, 2005 (UNAUDITED)




EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

CONDENSEDCONSOLIDATEDBALANCE SHEET

AS OF JUNE 30, 2005

(UNAUDITED)










ASSETSCURRENT ASSETSCash
        $
        835Total Current Assets
        
        835PROPERTY AND EQUIPMENT, NET
        
        15,817OTHER ASSETSDeposits
        
        1,400Total Other Assets
        
        1,400TOTAL ASSETS
        $
        18,052LIABILITIES AND STOCKHOLDERS DEFICIENCYCURRENT LIABILITIESAccounts payable
        $
        5,033Stockholder loans
        
        36,033TOTAL LIABILITIES
        
        41,066STOCKHOLDERS DEFICIENCYCommon stock, $0.001 par value, 100,000,000 shares authorized, 53,280,000 shares issued and outstanding
        
        7,580Additional paid in capital
        
        109,022Accumulated deficit during development stage
        
        (139,616)Total Stockholders Deficiency
        
        (23,014)TOTAL LIABILITIES AND STOCKHOLDERS DEFICIENCY
        $
        18,052




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

1



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

CONDENSEDCONSOLIDATEDSTATEMENTS OF OPERATIONS

(UNAUDITED)










For the Three Months Ended
June 30, 2005
        
        For the Three Months Ended
June 30, 2004
        
        For the Six Months Ended
June 30, 2005
        
        For the Period from
February 23, 2004 (Inception) to June 30, 2004
        
        For the Period from February 23, 2004 (Inception) To June 30, 2005REVENUE
        $
        -
        $
        -
        $
        -
        $
        -
        $
        -OPERATING EXPENSESGeneral and administrative
        
        12,766
        
        946
        
        28,404
        
        946
        
        137,870Total Operating Expenses
        
        12,766
        
        946
        
        28,404
        
        946
        
        137,870LOSS FROM OPERATIONS
        
        (12,766)
        
        (946)
        
        (28,404)
        
        (946)
        
        (137,870)OTHER INCOME (EXPENSE)Other income
        
        -
        
        -
        
        -
        
        -
        
        30Interest expense
        
        (1,119)
        
        -
        
        (1,131)
        
        -
        
        (1,776)Total Other (Income) Expense
        
        (1,119)
        
        -
        
        (1,131)
        
        -
        
        (1,746)NET LOSS
        $
        (13,885)
        $
        (946)
        $
        (29,535)
        $
        (946)
        $
        (139,616)NET LOSS PER SHARE  BASIC AND DILUTED
        $
        -
        $
        -
        $
        -
        $
        -
        $
        -WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING  BASIC AND DILUTED
        
        52,165,870
        
        45,500,000
        
        51,454,033
        
        43,228,346
        
        47,848,638

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

2



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

CONDENSEDCONSOLIDATEDSTATEMENT OF CHANGES IN STOCKHOLDERS DEFICIENCY

FOR THE PERIOD FROM FEBRUARY 23, 2004 (INCEPTION) TO JUNE 30, 2005

(UNAUDITED)










Common Stock
        
        Additional Paid-In
        
        Accumulated Deficit During DevelopmentShares
        
        Amount
        
        Capital
        
        Stage
        
        TotalCommon stock issued to founders for cash ($0.001 per share)
        
        45,000,000
        $
        4,500
        $
        (3,600)
        $
        -
        $
        900Common stock issued for services ($0.10 per share)
        
        3,000,000
        
        300
        
        59,700
        
        -
        
        60,000Common stock issued for cash ($0.10 per share)
        
        2,280,000
        
        230
        
        45,370
        
        -
        
        45,600In-kind contribution of interest on stockholders loans
        
        -
        
        -
        
        646
        
        -
        
        646Net loss for the period from February 23, 2004 (inception) to December 31, 2004
        
        -
        
        -
        
        -
        
        (110,081)
        
        (110,081)Balance, December 31, 2004
        
        50,280,000
        
        5,030
        
        102,116
        
        (110,081)
        
        (2,935)Common stock issued for services ($0.10 per share)
        
        500,000
        
        50
        
        9,950
        
        -
        
        10,000In-kind contribution of interest on stockholders loans
        
        -
        
        -
        
        1,056
        
        -
        
        1,056Shares issued in Reverse merger
        
        2,500,000
        
        2,500
        
        (4,100)
        
        -
        
        (1,600)Net loss for the six months ended June 30, 2005
        
        -
        
        -
        
        -
        
        (29,535)
        
        (29,535)BALANCE, JUNE 30, 2005
        
        53,280,000
        $
        7,580
        $
        109,022
        $
        (139,616)
        
        (23,014)

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

3



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

CONDENSEDCONSOLIDATEDSTATEMENT OF CASH FLOWS

(UNAUDITED)










For the Six Months Ended June 30, 2005
        
        For the Period from
February 23, 2004 (Inception) to June 30, 2004
        
        For the Period from February 23, 2004 (Inception) To June 30, 2005CASH FLOWS FROM OPERATING ACTIVITIES:Net loss
        $
        (29,535)
        $
        (946)
        $
        (139,616)Adjustments to reconcile net loss to net cash provided
by (used in) operating activities:Depreciation
        
        1,563
        
        -
        
        2,901In-kind contribution of interest on stockholder loans
        
        1,056
        
        -
        
        1,702Stock issued for services
        
        10,000
        
        -
        
        70,000Prepaid expenses
        
        26,000
        
        (13,000)
        
        -Deposits
        
        -
        
        (900)
        
        (1,400)Increase (decrease) in accounts payable and accrued expenses
        
        2,574
        
        -
        
        3,432Net Cash Provided By (Used In) Operating Activities
        
        11,658
        
        (14,846)
        
        (62,981)CASH FLOWS FROM INVESTING ACTIVITIES:-
        
        -
        
        -Purchase of property and equipment
        
        -
        
        -
        
        (18,717)Net Cash Provided By (Used In) Investing Activities
        
        -
        
        -
        
        (18,717)CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds from issuance of loan payable  related party
        
        13,633
        
        -
        
        62,033Repayment of loan payable  related party
        
        (26,000)
        
        
        
        (26,000)Proceeds from issuance of common stock
        
        -
        
        18,200
        
        46,500Net Cash Provided By (Used In) Financing Activities
        
        (12,367)
        
        18,200
        
        82,533NET INCREASE (DECREASE) IN CASH
        
        (709)
        
        3,354
        
        835CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD
        
        1,544
        
        -
        
        -CASH AND CASH EQUIVALENTS AT END OF PERIOD
        $
        835
        $
        3,354
        $
        835




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

4



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSEDCONSOLIDATEDFINANCIAL STATEMENTS

AS OF JUNE 30, 2005

(UNAUDITED)










NOTE 1
        ORGANIZATION AND BASIS OF PRESENTATION

(A) Basis of Presentation



The accompanying unaudited financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules and regulations of the Securities and Exchange Commission for interim financial information. Accordingly, they do not include all the information necessary for a comprehensive presentation of financial position and results of operations.



It is managements opinion however, that all material adjustments (consisting of normal recurring adjustments) have been made which are necessary for a fair financial statements presentation. The results for the interim period are not necessarily indicative of the results to be expected for the year.



For further information, refer to the financial statements and footnotes included in the Companys Form 8-K/A for the year ended December 31, 2004.



(B) Organization



Effective Profitable Software, Inc. formally known as Modena 2, Inc., (a development stage company), was organized under the laws of the State of Delaware.



EPS, Inc., (a development stage company), was incorporated in the State of Arkansas on February 23, 2004.



On May 10th, 2005 pursuant to a stock purchase agreement and share exchange between the Effective Profitable Software, Inc. and EPS, Inc. and the shareholders of EPS, Inc., we purchased all of the outstanding shares of EPS for the issuance of 10,156,000 (50,780,000 post-split) shares of our stock to EPS shareholders. Pursuant to the agreement, EPS became a wholly owned subsidiary of the Effective Profitable Software, Inc. As a result of the agreement, the transaction was treated for accounting purposes as a reorganization by the accounting acquirer (EPS, Inc.) and as a recapitalization by the accounting acquiree (Effective Profitable Software, Inc. f/k/a Modena 2, Inc.).



Accordingly, the financial statements include the following:




(1)
        The balance sheet consists of the net assets of the acquirer at historical cost and the net assets of the acquiree at historical cost.



5



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSEDCONSOLIDATEDFINANCIAL STATEMENTS

AS OF JUNE 30, 2005

(UNAUDITED)










(2)
        The statement of operations includes the operations of the acquirer for the periods presented and the operations of the acquiree from the date of the merger.

Activities during the development stage include developing the business plan and raising capital.



Effective Profitable Software, Inc. and its wholly-owned subsidiary are hereafter referred to as the Company.



The Company intends to develop computer software for use in technical analysis of financial markets.




NOTE 2
        SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

(A) Cash and Cash Equivalents



The Company considers cash on hand and amounts on deposit with financial institutions which have original maturities of three months or less to be cash and cash equivalents.



(B) Principles of Consolidation



The 2005 financial statements include the accounts of Effective Profitable Software, Inc. and its wholly-owned subsidiary EPS, Inc. from May 10, 2005. The 2004 financial statements include the accounts of EPS, Inc.



All significant intercompany accounts and transactions have been eliminated in consolidation.



(C) Income Taxes



The Company accounts for income taxes in accordance with the Statement of Financial Accounting Standards No. 109, Accounting for Income Taxes, which requires the recognition of deferred tax assets and liabilities at currently enacted tax rates for the expected future tax consequences of events that have been included in the financial statements or tax returns. A valuation allowance is recognized to reduce the net deferred tax asset to an amount that is more likely than not to be realized. The income tax provision shown on the accompanying statement of operations is zero since the deferred tax asset generated from the net operating loss is offset in its entirety by valuation allowances.





6



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSEDCONSOLIDATEDFINANCIAL STATEMENTS

AS OF JUNE 30, 2005

(UNAUDITED)







As of June 30, 2005, the Company had $139,615 of net operating loss carryforwards (NOL) which begin to expire in the year ended October 31, 2024. A deferred tax asset of $48,167 comprised of $40,488 for federal income taxes and $7,679 for state income taxes has been reserved by a valuation allowance to account for the potential benefit of the NOL.



(D) Fair Value of Financial Instruments



The Companys financial instruments, mainly accounts payable, accrued expenses and stockholder loans, approximate fair value.



(E) Use of Estimates



Management uses estimates and assumptions in preparing these financial statements in accordance with generally accepted accounting principles. Those estimates and assumptions affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported revenue and expenses. Management has no reason to make estimates at this time.



(F) Earnings Per Share



Basic and diluted net loss per common share is computed based upon the weighted average common shares outstanding as defined by Financial Accounting Standards No. 128, Earnings Per Share.  As of June 30, 2005 and 2004, there were no common share equivalents outstanding.



(G) Recent Accounting Pronouncements



Statement of Financial Accounting Standards (SFAS) No. 154, Accounting Changes and Error Corrections  a replacement of APB Opinion No. 20 and FASB Statement No. 3 SFAS No. 151, Inventory Costs  an amendment of ARB No. 43, Chapter 4 SFAS No. 152, Accounting for Real Estate Time-Sharing Transactions  an amendment of FASB Statements No. 66 and 67 SFAS No. 153, Exchanges of Non-monetary Assets  an amendment of APB Opinion No. 29 and SFAS No. 123 (revised 2004), Share-Based Payment, do not have applicability to the Companys operations nor any impact on the Companys financial statements.









7



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSEDCONSOLIDATEDFINANCIAL STATEMENTS

AS OF JUNE 30, 2005

(UNAUDITED)










NOTE 3
        RELATED PARTY TRANSACTIONS

At June 30, 2005, related parties had loaned the company a total of $36,033. These loans are interest free and have no formal terms of repayment. The Company is accruing interest at a rate of 4% per annum and classifying the expense as an in-kind contribution.




NOTE 4
        STOCKHOLDERS EQUITY

(A) Issuance of Common Stock to Founders



On February 23, 2004, the company issued 9,000,000 shares of common stock to the Companys officers for services regarding the initial start up of the Company. The value of these shares was $900, or $.0001 per share.




(B) Stock Issued for Cash



During the six months ending December 31, 2004, the Company undertook a private placement issuance, Regulation D Rule offering whereby 456,000 shares of common stock were issued for cash of $45,600, or $0.10 per share.



(C) Stock Issued for Services



On April 1, 2004, the Company issued 100,000 shares of common stock for legal services. The shares were valued at a recent cash offering price of $10,000 or $0.10 per share.



During December 2004, the Company issued 500,000 shares of common stock for services. The shares were valued at a recent cash offering of 50,000 or $0.10 per share.



In January 2005, the Company issued 100,000 shares of common stock for services. The shares were valued at a recent cash offering price of $10,000 or $0.10 per share.



(D) Stock Issued in Reverse Merger



On May 10, 2005, Effective Inc. exchanged 500,000 shares of common stock for all the outstanding shares of EPS (See Note 1).







8



EFFECTIVE PROFITABLE SOFTWARE, INC. AND SUBSIDIARY

F/K/A MODENA 2, INC.

(A DEVELOPMENT STAGE COMPANY)

NOTES TO CONDENSEDCONSOLIDATEDFINANCIAL STATEMENTS

AS OF JUNE 30, 2005

(UNAUDITED)









(F) In-Kind Contribution



During the six months ended June 30, 2005 and the period from February 23, 2004 to June 30, 2004, $1,056 and $646 of in-kind contributions relating to imputed interest on related party loans was recorded.



(G) Stock Split



On May 10, 2005, the Board of Directors approved a 5 for 1 forward stock split for all shareholders of the Company as of May 10, 2005. Per share weighted average share amounts have been retroactively restated in the accompanying unaudited financial statements and related notes to reflect this stock split.






NOTE 5
        GOING CONCERN

The Company is in the development stage. The Company has no operations and has had recurring losses since inception and an accumulated deficit of $139,616. Accordingly, there is substantial doubt about the Companys ability to continue as a going concern. The ability of the Company to continue as a going concern is dependent on the Companys ability to raise additional capital and implement its business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.



NOTE 6
        SUBSEQUENT EVENTS

Subsequent to June 30, 2005, the Company issued 500,000 shares to one investor for cash consideration of $10,000 ($0.10 per share)
and 1,700,000 shares to two investors for cash of $44,000 ($0.02 per share).



9







Item 2.
        Managements Discussion and Analysis or Plan of Operation

The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of our financial condition. The discussion should be read in conjunction with our financial statements and notes thereto appearing in this prospectus. The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward- looking statements.



Overview



On May 10, 2005, pursuant to a Stock Purchase Agreement and Share Exchange between us and EPS, Inc., an Arkansas  corporation,  and the
shareholders of EPS, we purchased all of the outstanding  shares of EPS for the issuance of 10,156,000  (50,780,000  post-split) shares
of our stock to the EPS shareholders.  Pursuant to the Agreement, EPS became a wholly owned subsidiary of the Company.  Pursuant to the
terms of the Agreement,  we filed Articles of Amendment with the State of Delaware changing our name to Effective  Profitable Software,
Inc.



Based on the acquisition of EPS we changed our business focus to become a financial markets  evaluation  software company which focuses
on bringing  affordable  evaluation  tools to the general  public.  We are based in Little Rock,  Arkansas and are led by Don Bratcher,
Gary Moore and Richard  Torti.  We use in house  proprietary  software  for  evaluation  of  markets,  stocks,  commodities,  and other
financial  instruments.  We have developed an innovative  evaluation  system we call the  TimingWave.  At the center of the system is a
100%  mechanical,  unemotional  timing model that is both powerful and simple to use. The system's  web-based  access will make it both
affordable and accessible and our evaluations will be easily understood.



On May 20, 2005, our directors and  shareholders  approved a 5-1 forward split of our outstanding  common shares  increasing the amount
of shares owned by these shareholders to 50,780,000 shares.



Plan of Operations



During the next twelve months, we expect to take the following steps in connection with the operations:



Initially we plan to prepare and execute a marketing  plan to develop our  subscription  base.  The majority of our member base will be
obtained from two sources:  search engine results and links placed in online market timing directories via link exchange  programs.  We
anticipate  that within  thirty to sixty days, a  comprehensive  marketing  plan will be  developed.  We expect to spend  approximately
$5,000 on marketing in the areas of Keyword  Advertising  and Sponsored  Links through  Google,  FindWhat,  and other similar  targeted
keyword  programs.  Another  area that we will  vigorously  pursue as part of our  marketing  and  branding  program  is search  engine
placement.  By  continuing  to work to optimize the site,  and by  increasing  the number of links to the site,  we feel we can receive
better search  results and search  engine  saturation,  which in turn directs more traffic to the website.  In addition to our internet
based effort we intend to advertise in national  papers Wall Street  Journal,  USA Today we anticipate  additional  subscriptions  from
word of mouth.



In the  latter  part of 2006 we intend to charge a  subscription  fee for our  services.  We  believe  our  programs  are so unique and
accurate  that no active  subscription  members  will be  affected  and we intend to inform  them when they  subscribe  that this is an
initial offer and prices will increase.  We currently have enough cash to satisfy our minimum cash  requirements  for the next 6 months
to maintain our operations.  However,  we may require additional funds to increase marketing,  to expand  international and for further
development of our Website.



We currently do not have enough cash to satisfy our minimum cash requirements for the next twelve months. In addition, we will require additional funds to increase marketing, to expand operations, and for further development of our website. No significant purchases of equipment are anticipated; however, a substantial surge in traffic and/ or membership could necessitate the purchase of additional servers.





2



As reflected in the accompanying financial statements, we are in the development stage with limited operations. This raises substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to raise additional capital and implement our business plan. The financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.



Capital Resources and Liquidity.



Our unaudited balance sheet as of June 30, 2005 reflects assets of $18,052
consisting of cash of $835, property and equipment of $15,817, and deposits of
$1,400. Total liabilities as of June 30, 2005 were $41,066 consisting of
accounts payable of $5,033 and stockholder loans of $36,033.



As of June 30, 2005,  we had $835 in cash.  Our general and  administrative  expenses are expected to average  $5,000 per month for the
next 12 months  based upon our  projected  operating  budget.  We  currently  do not have enough cash to satisfy  more than one year of
operations  without  receiving  additional funds from our President or additional  investors.  Subsequent to June 30, 2005, we raised a
total of $54,000 from the issuance of stock.



Recent Financial Pronoucements



Statement of Financial  Accounting  Standards  ("SFAS") No. 154,  "Accounting  Changes and Error  Corrections  - a  replacement  of APB
Opinion  No. 20 and FASB  Statement  No. 3" SFAS No.  151,  "Inventory  Costs - an  amendment  of ARB No. 43,  Chapter 4" SFAS No. 152,
"Accounting  for Real Estate  Time-Sharing  Transactions - an amendment of FASB  Statements No. 66 and 67" SFAS No. 153,  "Exchanges of
Non-monetary  Assets - an  amendment  of APB  Opinion  No. 29" and SFAS No. 123  (revised  2004),  "Share-Based  Payment",  do not have
applicability to the Company's operations nor any impact on the Company's financial statements.



Going Concern Consideration



As reflected in the accompanying financial statements, we are in the development stage. We have no operations and have had recurring losses since inception and an accumulated deficit of $139,616. Accordingly, there is substantial doubt about our ability to continue as a going concern. Our ability to continue as a going concern is dependent on our ability to raise additional capital and implement our business plan. The financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern.



We believe that actions presently being taken to obtain additional funding and implement our strategic plans provide the opportunity for us to continue as a going concern.



Subsequent Events



On September 9, 2005, Gately & Associates, LLC was dismissed as the
independent auditor for the Company and on October 14, 2005 was replaced by Webb
& Company, P.A. as our principal independent auditors.



Critical Accounting Policies



Our financial statements and related public financial information are based on
the application of accounting principles generally accepted in the United States
(GAAP). GAAP requires the use of estimates; assumptions, judgments
and subjective interpretations of accounting principles that have an impact on
the assets, liabilities, revenue and expense amounts reported. These estimates
can also affect supplemental information contained in our external disclosures
including information regarding contingencies, risk and financial condition. We
believe our use if estimates and underlying accounting assumptions adhere to
GAAP and are consistently and conservatively applied. We base our estimates on
historical experience and on various other assumptions that we believe to be
reasonable under the circumstances. Actual results may differ materially from
these estimates under different assumptions or conditions. We continue to
monitor significant estimates made during the preparation of our financial
statements.



Our  significant  accounting  policies are summarized in Note 1 of our financial  statements.  While all these  significant  accounting
policies impact our financial condition and results of operations.  We view certain of these policies as critical.  Policies determined
to be critical are those policies that have the most  significant  impact on our financial  statements and require  management to use a
greater degree of judgment and estimates.  Actual results may differ from those estimates.  Our management  believes that given current
facts and circumstances,  it is unlikely that applying any other reasonable  judgments or estimate  methodologies would cause effect on
our consolidated results of operations, financial position or liquidity for the periods presented in this report.







3



Off-Balance Sheet Arrangements



We have no off-balance sheet arrangements.




Item 3.
        Controls and Procedures

Evaluation of disclosure controls and procedures



Under the supervision and with the participation of our management, including our principal executive officer and principal financial
officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and Rule
15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (Exchange Act), as of June 30, 2005. Based on that
evaluation, our principal executive officer and principal financial officer concluded that, a material weakness in our internal
accounting controls existed prior to June 30, 2005 so that our disclosure controls and procedures in place were not adequate to
ensure that information required to be disclosed by us, including our consolidated subsidiaries, in reports that we file or submit
under the Exchange Act, is recorded, processed, summarized and reported on a timely basis in accordance with applicable rules and
regulations. Although our principal executive officer and principal financial officer believe our current existing disclosure
controls and procedures are adequate to enable us to comply with our disclosure obligations, we intend to formalize and document the
procedures already in place and establish a disclosure committee.



Changes in internal controls



We are in the process of making  significant  changes to our internal controls  subsequent to the Evaluation Date. During the course of
the most recent  examination of our financial  statements for the period ended June 30, 2005 by our  independent  accountants,  we were
advised of the  existence of a material  weakness in our internal  accounting  controls  that  existed  prior to June 30, 2005.  We are
applying the necessary corrective action and believe this weakness will be remediated.



PART II - OTHER INFORMATION




Item 1.
        Legal Proceedings.

We are currently  not a party to any pending  legal  proceedings  and no such actions by, or to the best of our  knowledge,  against us
have been threatened.




Item 2.
        Unregistered Sales of Equity Securities and Use of Proceeds.

On May 10, 2005, we issued a total of 10,156,000 (50,780,000 post-split) shares of our common stock to 39 shareholders pursuant to
the Stock Purchase Agreement and Share Exchange between us and EPS, Inc. Such shares were issued in reliance on an exemption from
registration under Section 4(2) of the Securities Act of 1933.



On May 20, 2005, our directors and  shareholders  approved a 5-1 forward split of our outstanding  common shares  increasing the amount
of shares owned by our shareholders to 50,780,000 shares.




Item 3.
        Defaults Upon Senior Securities.

None




Item 4.
        Submission of Matters to a Vote of Security Holders.

No matter was submitted during the quarter ending June 30, 2005, covered by this report to a vote of our shareholders, through the solicitation of proxies or otherwise.




Item 5.
        Other Information.

None





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Item 6.
        Exhibits and Reports of Form 8-K.


(a)
        Reports on Form 8-K and Form 8K-ADuring the three months ended June 30, 2005, we filed one Current Report on Form 8-K, as follows:-
        Date of event: May 10, 2005, as amended, wherein we reported information pursuant to Item 1.01 Entry Into A Material Definitive Agreement; Item 2.01 Completion Of Acquisition Or Disposition Of Assets; Item 3.02  Unregistered Sales Of Equity Securities; and Item 5.03 Change In Fiscal Year.


(b)
        ExhibitsExhibit Number
        Exhibit Title3.1
        Certificate of Incorporation; Certificate of Amendment to Certificate of Incorporation3.2
        By-Laws31.1
        Certification of Gary Moore pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
        Certification of Don Bratcher pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
        Certification of Gary Moore pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
        Certification of Don Bratcher pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

5



SIGNATURES



In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, there unto duly authorized.



EFFECTIVE PROFITABLE SOFTWARE, INC.



By:/s/Gary Moore

Gary Moore,

President,

Chief Executive Officer,



June 7, 2006