US Securities and Exchange Commission
                              Washington, DC 20549

                                   FORM 10-QSB

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

                 For the Quarterly period ended March 31, 2005.
                                                --------------

                        Commission File Number 000-51229
                                               ---------


                             FRONTIER STAFFING, INC.
                  --------------------------------------------
                 (Name of small business issuer in its charter)


                Nevada                                   51-0482104
    -------------------------------                    -------------------
    (State or other jurisdiction of                     (IRS Employer
     incorporation or organization)                    Identification No.)



              3520 Pan American Freeway, Suite A-1, Albuquerque, NM  87107
        ----------------------------------------------------------------
                    (Address of principal executive offices)


                  Registrant's telephone number: (505) 872-3133
                                                 --------------

     Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the 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 [ ]

     The number of shares outstanding of our common stock, par value $.001 per
share, as of April 15, 2005 were 10,950,000 common shares.


    Transitional Small Business Disclosure Format (check one): Yes [ ] No [X]

<PAGE>

                                TABLE OF CONTENTS

PART I. FINANCIAL INFORMATION


                                                                            Page
                                                                            ----
Item 1. Financial Statements

   Balance Sheet as of March 31, 2005                                         1

   Statements of Operations for the three months ended March 31, 2005
        and 2004                                                              2

   Statements of Cash Flows for the three months ended March 31, 2005
        and 2004                                                              3

   Notes to Financial Statements ...........................................  4

Item 2. Management's Discussion and Analysis and Plan of Operation..........  6

Item 3. Controls and Procedures............................................. 10

PART II.OTHER INFORMATION

Item 1. Legal Proceedings................................................... 10

Item 2. Changes in Securities............................................... 10

Item 3. Defaults Upon Senior Securities..................................... 10

Item 4. Submission of Matters to a Vote of Security Holders................. 10

Item 5. Other Information................................................... 10

Item 6. Exhibits and Reports on Form 8-K.................................... 11

        Signatures.......................................................... 11

<PAGE>


PART I.  FINANCIAL INFORMATION

     All references to "us", "we", or "the Company" refer to Frontier Staffing,
Inc., and its subsidiary.


ITEM 1.  FINANCIAL STATEMENTS



                             FRONTIER STAFFING, INC.
                      Condensed Consolidated Balance Sheet
                                 March 31, 2005
                                   (Unaudited)

                                     Assets
Current Assets:
     Cash and equivalents                                        $   743,862
     Accounts receivable, less allowance for doubtful accounts
        of $118,722                                                  698,171
     Other current assets                                              8,903
                                                                 -----------
                 Total current assets                              1,450,936

Property and Equipment at cost, less accumulated depreciation        103,083
                                                                 -----------

                 Total assets                                    $ 1,554,019
                                                                 ===========


                      Liabilities and Stockholders' Equity
Current Liabilities:
     Accrued expenses                                            $   296,962
     Accrued interest payable to shareholder                          36,417
                                                                 -----------
                 Total current liabilities                           333,379

Note Payable to Shareholder                                          721,675
                                                                 -----------

     Total liabilities                                             1,055,054
                                                                 -----------

Stockholders' Equity:
     Preferred stock, $.01 par value per share, 1,000,000               --
        authorized, none issued
     Common stock, $.001 par value per share, 50,000,000
        authorized, 10,950,000 issued and outstanding                 10,950
     Additional paid-in capital                                    1,396,022
     Accumulated (deficit)                                          (908,007)
                                                                 -----------
                 Total stockholders' equity                          498,965
                                                                 -----------

                 Total liabilities and stockholders' equity      $ 1,554,019
                                                                 ===========

     See accompanying notes to condensed consolidated financial statements

                                        1
<PAGE>

                             FRONTIER STAFFING, INC.
                 Condensed Consolidated Statements of Operations
                                   (Unaudited)

                                           Three Months Ended March 31,
                                           --------------------------
                                               2005           2004
                                           -----------    -----------

Revenue                                    $ 1,094,310    $   702,315

Direct Cost of Services                        912,597        610,209
                                           -----------    -----------

                 Gross profit                  181,713         92,106
                                           -----------    -----------


Operating Expenses:
     Selling, general and administrative       263,164        141,103
     Depreciation                                5,784          4,534
                                           -----------    -----------

                 Operating (Loss)              (87,235)       (53,531)

     Interest expense                          (10,587)        (4,383)
                                           -----------    -----------

Net (Loss)                                 $   (97,822)   $   (57,914)
                                           ===========    ===========

Net (loss) per share, basic and diluted    $     (0.01)   $     (0.01)
                                           ===========    ===========

Weighted average shares outstanding          9,193,333      8,950,000
                                           ===========    ===========

     See accompanying notes to condensed consolidated financial statements.

                                        2
<PAGE>

<TABLE>

                             FRONTIER STAFFING, INC.
                 Condensed Consolidated Statements of Cash Flows
                                   (Unaudited)
<CAPTION>

                                                              Three Months Ended March 31,
                                                                ----------------------
                                                                  2005         2004
                                                                ---------    ---------
<S>                                                             <C>          <C>
Cash flows (used in) operating activities:
     Net (loss)                                                 $ (97,822)   $ (57,914)
     Adjustments to reconcile net (loss) to cash (used in)
        operations:
           Depreciation expense                                     5,784        4,534
           Services contributed by officers                        12,500       21,500
           Imputed interest on shareholder advances                  --            940
           Changes in assets and liabilities:
              Accounts receivable                                (250,087)         407
              Other current assets                                 (8,903)        --
              Accrued expenses                                    136,155       76,880
              Accrued interest payable                             10,585        4,383
                                                                ---------    ---------
                    Net cash provided by (used in) operations    (191,788)      50,730
                                                                ---------    ---------

Cash flows from investing activities:
     Purchase of equipment                                        (40,771)        --
                                                                ---------    ---------

Cash flows from financing activities:
     Shareholder advances                                         233,614          897
     Collection of stock subscriptions                               --          6,540
     Proceeds from issuance of common stock                       600,000         --
                                                                ---------    ---------
                 Net cash provided by financing activities        833,614        7,437
                                                                ---------    ---------

                 Net increase in cash and cash equivalents        601,055       58,167

Cash and equivalents at beginning of year                         142,807      133,532
                                                                ---------    ---------

Cash and equivalents at end of year                             $ 743,862    $ 191,699
                                                                =========    =========
</TABLE>

     See accompanying notes to condensed consolidated financial statements.

                                        3
<PAGE>


                             FRONTIER STAFFING, INC.
              Notes to Condensed Consolidated Financial Statements

                                   (Unaudited)


(1)      Basis of Presentation

         The accompanying condensed consolidated financial statements have been
         prepared by the Company without audit, pursuant to the rules and
         regulations of the Securities and Exchange Commission and in accordance
         with accounting principles for interim financial information. In the
         opinion of management, these condensed consolidated financial
         statements contain all adjustments (consisting only of normal recurring
         adjustments) necessary to fairly state the financial position of the
         Company as of March 31, 2005 and the results of its operations and cash
         flows for the three months ended March 31, 2005 and 2004.

         Certain information and footnote disclosures normally included in
         financial statements prepared in accordance with generally accepted
         accounting principles have been condensed or omitted. Interim results
         of operations are not necessarily indicative of results for subsequent
         interim periods or the remainder of the full year. These financial
         statements should be read in conjunction with our Annual Report on Form
         10-KSB for the year ended December 31, 2004.

(2)       Net Earnings (Loss) Per Share

         Basic earnings (loss) per share is computed by dividing the net income
         or loss by the weighted average number of common shares outstanding
         during the period. Diluted earnings per common share are computed by
         dividing net income by the weighted average common shares and
         potentially dilutive common share equivalents. The effects of potential
         common stock equivalents are not included in computations when their
         effect is anti-dilutive. Because of the net loss for the quarters ended
         March 31, 2005 and 2004, the basic and diluted average outstanding
         shares are considered the same, since including the shares would have
         an antidilutive effect on the loss per share calculation.

(3)    Contributed services

         The Company's President has not been paid any salary for full-time
         services. The Company has estimated the value of the forgone salary at
         $12,500 for the three months ended March 31, 2005 and 2004, which has
         been recorded as a contribution to capital.Another officer had not been
         paid any salary for services rendered through March 31, 2004. The
         Company has estimated the value of the forgone salary for the three
         months ended March 31, 2004 at $9,000, which has been recorded as a
         contribution to capital. Effective April 1, 2004, the officer began
         receiving a salary. The Company also uses nominal office space provided
         by this officer on a rent-free basis.

(4)      Commencement of operations in Arizona

       On February 1, 2005, the Company opened an office and began start-up
       operations in Phoenix, Arizona. The Company entered into a lease for
       office space under a non-cancelable lease agreement. The lease calls for
       lease payments ranging from $4,092 to $4,604 plus common area expenses
       over the term of the lease expiring March 31, 2010. The Company's
       President has personally guaranteed this lease.

                                        4
<PAGE>

                             FRONTIER STAFFING, INC.
              Notes to Condensed Consolidated Financial Statements

                                   (Continued)


(5)    Events subsequent to March 31, 2005

       The Company has as unsecured note payable to its majority shareholder and
       President totaling $721,675 as of March 31, 2005. Interest on the
       advances has been accrued at 7% per annum. All principal and accrued
       interest are due December 31, 2009.Subsequent to March 31, 2005, the
       Company made a $175,000 payment on the note payable.

                                        5
<PAGE>



ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS AND PLAN OF OPERATION

     The following discussion of our financial condition and results of
operations should be read in conjunction with, and is qualified in its entirety
by, the condensed consolidated financial statements and notes thereto included
in Item 1 in this Quarterly Report on Form 10-QSB. This item contains
forward-looking statements that involve risks and uncertainties. Actual results
may differ materially from those indicated in such forward-looking statements.

Forward-Looking Statements

     This Quarterly Report on Form 10-QSB and the documents incorporated herein
by reference contain forward-looking statements that have been made pursuant to
the provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are based on current expectations, estimates, and
projections about our industry, management beliefs, and certain assumptions made
by our management. Words such as "anticipates," expects," "intends," "plans,"
"believes," "seeks," "estimates," variations of such words, and similar
expressions are intended to identify such forward-looking statements. These
statements are not guarantees of future performance and are subject to certain
risks, uncertainties, and assumptions that are difficult to predict; therefore,
actual results may differ materially from those expressed or forecasted in any
such forward-looking statements. Unless required by law, we undertake no
obligation to update publicly any forward-looking statements, whether as a
result of new information, future events, or otherwise. However, readers should
carefully review the risk factors set forth in other reports and documents that
we file from time to time with the Securities and Exchange Commission,
particularly the Report on Form 10-SB, and future Annual Reports on Form 10-KSB
and any Current Reports on Form 8-K.

Overview and History

     Frontier Staffing, Inc. was incorporated in the State of Nevada on
September 3, 2003. We were formed to acquire Tradestar Construction Services,
Inc., a New Mexico corporation, which is a wholly-owned subsidiary operating as
an employment staffing service specializing in the placement of both long-term
and short-term skilled and unskilled construction labor to the New Mexico
construction market. In January, 2004, we acquired Tradestar Construction
Services, Inc. in a stock-for-stock exchange. We issued a total of 6,400,000
shares.

     We develop, own, and operate employment service centers in specific
regional areas specializing in the placement of skilled construction labor. We
will provide both skilled commercial craftsmen and general unskilled labor to
the construction markets located in the areas where we plan to operate. We
currently have operations in Albuquerque, New Mexico and Phoenix, Arizona.

     Our headquarters are located at 3520 Pan American Freeway, Suite A-1
Albuquerque, NM 87107. Our phone number at our headquarters is (505) 872-3133.
Our fiscal year end is December 31.

     On July 7, 2004, we filed a registration statement under cover of Form SB-2
with the SEC. This registration statement was effective on February 10, 2005.
The offering was closed on March 30, 2005. We raised $600,000 and sold a total
of 2,000,000 shares in the offering. As of April 15, 2005, there were 10,950,000
common shares issued and outstanding.

     We have not been subject to any bankruptcy, receivership or similar
proceeding.

                                        6
<PAGE>


Results of Operations
---------------------

     We have a limited operating history in our present format and have incurred
continuous losses since inception through the fiscal quarter ended March 31,
2005. The first quarter loss was primarily attributable to the start-up
operations of our new office in Phoenix, Arizona which opened February 1, 2005.
However, our history of losses may continue into the future. This discussion
relates to our consolidated financial statements.

     We had $1,094,310 in revenues for the three months ended March 31, 2005,
compared to $702,315 revenues for the three months ended March 31, 2004. Our
higher revenues were the result of the opening of a new office in Phoenix in
February 2005 and increased customers in Albuquerque.

     Our total direct costs of services for the three months ended March 31,
2005 were $912,597. Our total direct costs of services for the three months
ended March 31, 2004 were $610,209. Direct costs of services include all direct
costs incurred in providing employment services. Direct costs consist of wages
for temporary employees, federal and state payroll taxes, workers compensation
and per diem direct costs associated with the services. Direct costs of services
are generally consistent, except for payroll taxes where the maximum
contribution has been met and for workers compensation, which vary with each job
site.

     The difference between gross revenues and direct costs of services is gross
profit. Our gross profit for the three months ended March 31, 2005 was $181,713
compared to gross profit of $92,106 for the same period ended 2004. Our higher
revenues contributed directly to our higher gross profit.

     Selling, general and administrative expenses for the three months ended
March 31, 2005 increased to $263,164 compared to $141,103 for the same period
ended March 31, 2004. The increase in selling, general and administrative
expenses was primarily a result of expenses associated with the opening of our
Phoenix office and certain expenses related to our recent public offering. Our
interest expense increased for the three months ended March 31, 2005 at $10,587
compared to interest expense of $4,383 for the same period ended March 31, 2004
as a result of Joe Downs, president and majority shareholder, agreeing to fund,
by increasing the note payable to him, the sales growth and applicable growth in
accounts receivable and the start-up costs for our Phoenix office. The major
components of operating expenses include professional fees,salaries and
associated payroll costs, rent and telephone expenses.

     We had a net loss of $97,822 for the three months ended March 31,
2005,compared to a net loss of $57,914 for the three months ended March 31,
2004. This was primarily a result of the expenses associated with the opening of
our Phoenix office and certain expenses related to our public offering.

     With respect to our Phoenix office, we had $103,476 in revenues for the
three months ended March 31, 2005. Our total direct costs of services for the
three months ended March 31, 2005 were $81,161. Our gross profit for the three
months ended March 31, 2005 was $22,315. Selling, general and administrative
expenses for the three months ended March 31, 2005 was $87,811. We had a net
loss of $67,732 for the three months ended March 31, 2005.

     In connection with the establishment of the Phoenix office, Mr. Downs
advanced a total of approximately $175,000 on our behalf through May 20, 2005.
Subsequent to March 31, 2005, we have reimbursed him for this amount for these
advances.

     Sales for Phoenix have grown from average of $14,700 per week for the 3
months ended March 31, 2005 to an average of $50,000 in April. We do expect to
become profitable in our Phoenix office by fiscal year end.

         It is too early to determine whether we will be profitable as a company
for the fiscal entire year.

                                        7
<PAGE>


Liquidity and Capital Resources
-------------------------------

     As of March 31, 2005, we had cash and cash equivalents of $743,862,
compared to cash and cash equivalents of $142,807 as of December 31, 2004. The
increase is as a result of our recent public offering, which raised $600,000
with the sale of 2,000,000 shares.

     Net cash used in operating activities was $191,788 for the three months
ended March 31, 2005, compared to net cash provided of $50,730 for the three
months ended March 31, 2004. As a result of increased payroll liabilities and
increasing accounts receivable caused by increasing sales, the net cash used by
operations increased significantly.

     We anticipate that overhead costs in current operations will remain fairly
constant as sales improve except for costs associated with marketing. Hence each
additional sale and correspondingly the gross profit of such sale is expected to
have minimal offsetting overhead cost. Thus, additional sales drop down to
profit at a higher return on sales rate due to not needing to expand overheads
at the same pace.

     Cash flows used by investing activities were $40,771 during the three
months ended March 31, 2005, compared to $0 for the three months ended March 31,
2004. The increase is primarily due to purchases of computers, office equipment,
furniture and fixtures and leasehold improvements for our Phoenix office.

     Cash flows provided by financing activities accounted for $833,614 for the
three months ended March 31, 2005, compared to net cash provided of $7,437 for
the three months ended March 31, 2004. These cash flows were all related to
shareholder advances and our recent public offering, which raised $600,000 with
the sale of 2,000,000 shares.

     With the Phoenix office open, our ongoing operating cost per month are
approximately $125,000 to $150,000 which includes salaries, advertising, office
expense and professional fees. The Phoenix office opening is approximately
$55,000 to $70,000 per month of this amount.

     We are actively seeking a credit line to finance our accounts receivable in
a minimum amount of approximately $500,000. Otherwise, we do not anticipate
needing to raise additional capital resources in the next twelve months.

     Our principle source of liquidity is our operations. Our variation in
revenues is based upon the level of our business activity and continues to
account for the difference between a profit and a loss. Also business activity
is closely tied to the economy of each city and the U.S. economy. A slow down in
construction will have a negative impact to our business. In any case, we try to
operate with minimal overhead. Our primary activity will be to seek to expand
the number of our centers and, consequently, our revenues. If we succeed in
expanding our customer base and generating sufficient revenues, we will become
profitable. We cannot guarantee that this will ever occur. Our plan is to build
our Company in any manner which will be successful.


Recently Issued Accounting Pronouncements
------------------------------------------

We do not expect the adoption of any recently issued accounting pronouncements
to have a significant impact on our net results of operations, financial
position, or cash flows.

                                        8
<PAGE>


Seasonality
-----------

We do not expect our revenues to be impacted by seasonal demands for our
services.


Plan of Operation
------------------

At the present time, we are operating from two centers, one in Albuquerque, New
Mexico and the second in Phoenix, Arizona, which opened in February, 2005.

In determining whether to open a center, we perform an analysis of a specific
region before making a decision. We begin by looking at construction markets
rated at least in the top ten in activity and number of dollars spent as
determined by government rankings. Each region must have a specific percentage
mix of ready skilled labor. We also look at the competitors in the market as we
believe that they provide a gauge of the sales in the market. We look at sales
channels that our competitors may not be servicing for value added complements
to our services we offer clients. We look at the employment rates in skilled
labor in the market to see if an ample inventory of labor is available to us to
service our clients. We also look at wage, benefit and workers comp rates being
paid to see if they allow a reasonable return on investment to be made. Workers
compensation insurance is an area we analyze thoroughly because of its large
impact on gross profit. Finally, we analyze the ability to generate at least
$3.0 million in sales from each market as our minimum sales criteria. We
continue to review our criteria for an additional center and have not yet
finalized our decision on centers being considered in either Texas, Nevada or
Colorado. However, we believe that these areas are promising and we plan
eventually to have centers in these states.

Beginning in February, 2005, we started recruiting and training in-house staff
for our Phoenix, Arizona center. We plan to recruit skilled construction
craftsmen and general labor through classified advertisements in local
newspapers and by word of mouth. At the same time, we will begin contacting
prospective users of our service. We will use trade organizations to begin
making contacts. Every time we open a center, we will perform the same
preliminary functions.

It is our plan to be profitable after approximately twelve months of full
operations in each center, although we cannot guarantee that we will. We believe
that we are developing sufficient business in the Albuquerque market. With the
profitability of the Phoenix center, we believe that our company will become
profitable, although we cannot guarantee that we will. The following criteria
for the milestones are based on estimates derived from research and marketing
data accumulated by our directors. They are only estimates, however.

We believe that it will take approximately three full months to begin operations
on our Phoenix center. We have negotiated a lease and purchased furniture and
equipment. We hired sufficient staff to start operations and we plan on having
four full-time employees, consisting of a manager, payroll clerk, sales
representative, and a general receptionist. Initially, we have allocated $4,000
per month for the lease, $25,000 to $50,000 for the equipment, and $240,000 to
$250,000 annually for salaries.

1. Completion of our recent offering allowed us to begin operations on our
Phoenix center. The costs to purchase the necessary equipment and supplies as
well as advertise for, hire and train our initial employees is estimated to be
$250,000.

                                        9
<PAGE>


2. Based on our current financial position, we believe that we can repeat the
process for an additional center at an estimated cost of $250,000.

We do not anticipate the need to raise additional capital resources in the next
twelve months unless the Phoenix office is more successful than we have
anticipated, and we determine to expand further into more than one additional
city in this period. In such a case, we expect the source of such funding to be
generated internally and/or through another offering.

No commitments to provide additional funds have been made by management or
current shareholders. There is no assurance that additional funds will be made
available to us on terms that will be acceptable, or at all, if and when needed.
We expect to generate revenues shortly after commencement of business, but there
can be no assurance we will generate revenues sufficient to continue operations
or to expand.

Our advertising and marketing focus is directed to areas where
the costs are minimal, such as advertising in local newspapers. We also rely on
word-of-mouth advertising and will strive to satisfy our customers. We believe
that word-of-mouth advertising is an effective form of advertising because of
Mr. Down's previous reputation in the Phoenix market and in the construction
market in general and the quality of service that we bring to clients. We
believe that satisfied clients will bring more and repeat customers.


Critical Accounting Policies and Practices
-------------------------------------------

Revenues consist of hourly charges billed customers for the services employees
assigned to worksites. Gross billings are rendered weekly and are recognized at
the time service is provided customers.

Direct costs of services include compensation paid worksite employees, related
payroll taxes, benefits and workers' compensation insurance. Costs of services
are recognized when incurred based on hours worked by worksite employees.

Emerging Issues Task Force ("EITF") No. 99-19, "Reporting Revenues Gross as a
Principal Versus Net as an Agent", establishes criteria for recognizing revenues
on a gross or net basis. The Company is the primary obligor in its transactions,
has responsibility for fulfillment, including the acceptability of services
ordered and purchased by customers. In addition, the Company has all credit
risk, retains substantially all risk and rewards of the services rendered, has
sole discretion in staffing engagements and setting the billing rates of its
employees. Accordingly, the Company records all transactions at the gross
revenue amount billed, consistent with the provisions of EITF 99-19.

ALLOWANCE FOR DOUBTFUL ACCOUNTS. The determination of the collectability of
amounts due from our customers requires us to use estimates and make judgments
regarding future events and trends, including monitoring our customer payment
history and current credit worthiness to determine that collectabilty is
reasonably assured, as well as consideration of the overall business climate in
which our customers operate. Inherently, those uncertainties require us to make
frequent judgments and estimates regarding our customers' ability to pay amounts
due us in order to determine the appropriate amount of valuation allowances
required for doubtful accounts. Provisions for doubtful accounts are recorded
when it becomes evident that the customers will not be able to make the required
payments at either contractual due dates or in the future. We believe that our
reserve for doubtful accounts is adequate to cover anticipated losses under
current conditions; however, uncertainties regarding changes in the financial
condition of our customers, either adverse or positive, could impact the amount
and timing of any additional provisions for doubtful accounts that may be
required.

                                        9
<PAGE>


IMPAIRMENT OF LONG-LIVED ASSETS. Long-lived assets, which include property,
plant and equipment, goodwill and other intangibles, comprise a significant
amount of our total assets. We make judgments and estimates in conjunction with
the carrying value of these assets, including amounts to be capitalized,
depreciation and amortization methods and useful lives. Additionally, the
carrying values of these assets are reviewed for impairment or whenever events
or changes in circumstances indicate that the carrying amounts may not be
recoverable. An impairment loss is recorded in the period in which it is
determined that the carrying amount is not recoverable. This requires us to make
long-term forecasts of its future revenues and costs related to the assets
subject to review. These forecasts require assumptions about demand for our
products and services, future market conditions and technological developments.
Significant and unanticipated changes to these assumptions could require a
provision for impairment in a future period.


ITEM 3. CONTROLS AND PROCEDURES

     As of the date of this report, our Chief Executive Officer and our Chief
Financial Officer evaluated the effectiveness of the design and operation of our
disclosure controls and procedures pursuant to Rule 13a-15b under the Securities
Exchange Act of 1934. Based on their review of our disclosure controls and
procedures, they have concluded that our disclosure controls and procedures are
effective in timely alerting each of them to material information relating to us
that is required to be included in our periodic SEC filings. Further, there were
no significant changes in the internal controls or in other factors that could
significantly affect these disclosure controls after the evaluation date and the
date of this report. Nor were there any significant deficiencies or material
weaknesses in such disclosure controls and procedures requiring corrective
actions. As a result, no corrective actions were taken.


PART II.  OTHER INFORMATION


ITEM 1. LEGAL PROCEEDINGS

     There are no legal proceedings, to which we are a party, which could have a
material adverse effect on our business, financial condition or operating
results.


ITEM 2. CHANGES IN SECURITIES

         None.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

         None.


ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

         None.


ITEM 5. OTHER INFORMATION

         Not Applicable.

                                       10
<PAGE>


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

Exhibits
--------

31.1 Certification of Chief Executive Officer pursuant to Rule
     13a-14(a)/15(d)-14(a)

31.2 Certification of Chief Financial Officer pursuant to Rule
     13a-14(a)/15(d)-14(a)

32.1 Certification of Chief Executive Officer 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 Chief Financial Officer pursuant to 18 U.S.C. Section
     1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002


Reports on Form 8-K
-------------------
We filed one report on Form 8-K during the fiscal quarter on March 31, 2005,
relating to the closing of our public offering.



                                   SIGNATURES

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

Date                       Frontier Staffing, Inc.,

May 20, 2005               By:   /s/ Clarence Downs
                                --------------------------------------------
                                Clarence Downs, Chief Executive Officer,



May 20, 2005               By:   /s/ Frederick A. Huttner
                                --------------------------------------------
                                Frederick A. Huttner, Chief Financial Officer


                                       11