**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**









**FORM
      10-QSB**





**[
                X ]**
            **QUARTERLY
                REPORT UNDER SECTION 13 0R 15(****d****)
                OF THE SECURITIES EXCHANGE ACT OF
                1934**





For
      the
      quarterly period ended  **June
      30, 2006**





**[ 
                 ]**
            **TRANSITION
                REPORT UNDER SECTION 13 0R 15(****d****)
                OF THE SECURITIES EXCHANGE ACT OF
                1934**





For
      the
      transition period from___________ to
      ___________








**Commission
      file number** **000-51225**








**TORA
                TECHNOLOGIES INC.**(Exact
                name of small business issuer as specified in its
                charter)








Incorporated
                in the State of Nevada
            43-2041643(State
                or other jurisdiction of incorporation or
                organization)
            (I.R.S. Employer Identification
              No.)205
                - 1990 East Kent Avenue, Vancouver, British Columbia, V5P 4X5, Canada(Address
                of principal executive offices)604-306-2525(Issuer’s
                telephone number)n/a(Former
                name, former address and former fiscal year, if changed since last
                report)





Indicate
      by check mark whether the registrant (1) has filed all reports required to
      be
      filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the
      preceding 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.


**[
      X ] Yes [   ] No**





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


**[
      X ] Yes [   ] 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.





**Class**
            **Outstanding
                at August 10, 2006**common
                stock - $0.001 par value
            44,831,250





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


**Page
          - 1**








**PART
      I - FINANCIAL INFORMATION**





**Item
      1.**  **Financial
      Statements.**







**TORA
      TECHNOLOGIES INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**FINANCIAL
      STATEMENTS**


**AS
      AT JUNE 30, 2006 AND DECEMBER 31, 2005**


**AND**


**FOR
      THE SIX MONTH PERIODS ENDED JUNE 30, 2006 AND 2005**





**UNAUDITED**





**Balance
      Sheets**





**Statements
      of Operations**





**Statements
      of Cash Flows**





**Notes
      to the Financial Statements**








**Page
          - 2**




**TORA
        TECHNOLOGIES INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **BALANCE
        SHEETS**
 **UNAUDITED**
    **June
                  30,**
              
              
              **December
                  31,****2006**
              
              
              **2005****ASSETS****CURRENT
                  ASSETS**Cash
              $
              11,458
              
              $
              33,799Accounts
                  receivable
              
              729
              
              
              -Prepaid
                  expenses
              
              145
              
              
              85012,332
              
              
              34,649Service
                  rights, net of $nil and $13,000 accumulated amortization
              
              -
              
              
              17,000Web
                  site development costs, net of $5,094 and $3,962accumulated
                  amortization
              
              1,706
              
              
              2,838**TOTAL
                  ASSETS**
              $
              14,038
              
              $
              54,487**LIABILITIES
                  AND STOCKHOLDERS' EQUITY****CURRENT
                  LIABILITIES**Accounts
                  payable and accrued liabilities
              $
              9,086
              
              $
              6,666Commitments
                  and Contingencies**STOCKHOLDERS'
                  EQUITY**Common
                  stockAuthorized75,000,000
                  common shares, $0.001 par valueIssued
                  and outstanding:44,831,250
                  common shares
              
              44,831
              
              
              44,831Additional
                  paid in capital
              
              62,919
              
              
              62,919Donated
                  capital
              
              45,475
              
              
              37,375Deficit
                  accumulated during the development stage
              
              (148,273
              )
              
              (97,304
              )**Total
                  Stockholders' Equity**
              
              4,952
              
              
              47,821**TOTAL
                  LIABILITIES AND STOCKHOLDERS' EQUITY**
              $
              14,038
              
              $
              54,487


The
        accompanying notes are an integral part of these financial
        statements




**Page
          - 3**




**TORA
        TECHNOLOGOIES INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
        OF OPERATIONS**
 **UNAUDITED**
    **From****Three
                  Months Ended**
              
              
              **Six
                  Months Ended**
              
              
              **July
                  14, 2003****June
                  30,**
              
              
              **June
                  30,**
              
              
              **(Inception)
                  to****2006**
              
              
              **2005**
              
              
              **2006**
              
              
              **2005**
              
              
              **June
                  30, 2006****Revenue**
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -**Operating
                  Expenses**
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -**Loss
                  From Continuing Operations**
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              -**DISCONTINUED
                  OPERATIONS**Charge
                  for impairment of service rights
              
              14,000
              
              
              -
              
              
              14,000
              
              
              -
              
              
              14,000Net
                  Loss - embroidery business (net of $0 tax effect)
              
              29,209
              
              
              11,543
              
              
              36,969
              
              
              18,779
              
              
              134,273**Loss
                  from discontinued operations**
              
              (43,209
              )
              
              (11,543
              )
              
              (50,969
              )
              
              (18,779
              )
              
              (148,273
              )**NET
                  LOSS FOR THE PERIOD**
              $
              (43,209
              )
              $
              (11,543
              )
              $
              (50,969
              )
              $
              (18,779
              )
              $
              (148,273
              )**BASIC
                  AND DILUTED EARNINGS (LOSS) PER SHARE:**
              $
              (0.01
              )
              $
              (0.01
              )
              $
              (0.01
              )
              $
              (0.01
              )**WIEGHTED
                  AVERAGE SHARES OUTSTANDING**
              
              44,831,250
              
              
              44,831,250
              
              
              44,831,250
              
              
              44,831,250


The
        accompanying notes are an integral part of these financial
        statements




**Page
          - 4**






**TORA
        TECHNOLOGIES INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **STATEMENTS
        OF CASH FLOWS**
 **UNAUDITED**
  **From****Six
                    Months Ended**
                **July
                    14, 2003****June
                    30,**
                
                
                **(Inception)
                    to****2006**
                
                
                **2005**
                
                
                **June
                    30, 2006****CASH
                    FLOWS PROVIDED BY (USED IN) OPERATING ACTIVITIES**Net
                    loss for the period
                $
                (50,969
                )
                $
                (18,779
                )
                $
                (148,273
                )Adjustment
                    to reconcile net loss to net cash used in operating
                    activities:Amortization
                    of service agreement
                
                3,000
                
                
                3,000
                
                
                16,000Charge
                    for impairment of service rights
                
                14,000
                
                
                -
                
                
                14,000Amortization
                    of website development costs
                
                1,132
                
                
                1,132
                
                
                5,094Donated
                    services and rent
                
                8,100
                
                
                7,500
                
                
                45,475Change
                    in operating assets and liabilities:Increase
                    in accounts receivable
                
                (729
                )
                
                -
                
                
                (729
                )Decrease
                    (increase) in prepaid expenses
                
                705
                
                
                200
                
                
                (145
                )Increase
                    (decrease) in accounts payable and accrued liabilities
                
                2,420
                
                
                (3,993
                )
                
                9,086**NET
                    CASH USED IN OPERATING ACTIVITIES**
                
                (22,341
                )
                
                (10,940
                )
                
                (59,492
                )**CASH
                    USED IN INVESTING ACTIVITIES**Purchase
                    of service rights
                
                -
                
                
                -
                
                
                (5,000
                )Website
                    development costs
                
                -
                
                
                -
                
                
                (6,800
                )**NET
                    CASH USED IN INVESTING ACTIVITIES**
                
                -
                
                
                -
                
                
                (11,800
                )**CASH
                    FLOWS PROVIDED BY FINANCING ACTIVITIES**Advances
                    from related party
                
                -
                
                
                -
                
                
                9,500Issuance
                    of common stock for cash
                
                -
                
                
                -
                
                
                73,250**CASH
                    FLOWS PROVIDED BY FINANCING ACTIVITIES**
                
                -
                
                
                -
                
                
                82,750(Decrease)
                    increase in cash during the period
                
                (22,341
                )
                
                (10,940
                )
                
                11,458Cash,
                    beginning of period
                
                33,799
                
                
                48,779
                
                
                -**CASH,
                    END OF PERIOD**
                **$**
                **11,458**
                
                **$**
                **37,839**
                
                **$**
                **11,458**Supplemental
                    disclosure of cash flow information:Cash
                    paid during the period for:Taxes
                $
                -
                
                $
                -
                
                $
                -Interest
                $
                -
                
                $
                -
                
                $
                -Non-cash
                    financing transactions:Increase
                    in donated capital from related parties
                $
                8,100
                
                $
                7,500
                
                $
                45,475Common
                    stock issued for settlement of debt
                $
                -
                
                $
                -
                
                $
                9,500Common
                    stock issued for Service Agreement
                $
                -
                
                $
                -
                
                $
                25,000


The
        accompanying notes are an integral part of these financial
        statements






**Page
          - 5**




**TORA
      TECHNOLOGIES INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO THE FINANCIAL STATEMENTS**


**JUNE
      30, 2006**


**UNAUDITED**





**NOTE
      1 - NATURE OF OPERATIONS AND BASIS OF PRESENTATION**





**Nature
      of operations**


Tora
      Technologies Inc. (the “Company”) was incorporated in the State of Nevada on
      July 14, 2003 and is based in Vancouver, British Columbia, Canada. The Company's
      principal business is the marketing of custom embroidery products and services
      through the Internet. (Notes 4, 6, 7 and 8)





**Development
      stage**


These
      financial statements and related notes are presented in accordance with
      accounting principles generally accepted in the United States of America, and
      are expressed in United States dollars. The Company has not produced significant
      revenues from its principal business and is a development stage company as
      defined by Statement of Financial Accounting Standard (“SFAS”) No. 7
“ *Accounting
      and Reporting by Development Stage Enterprises* ”.





The
      Company is in the early development stage. In a development stage company,
      management devotes most of its activities in developing a market for its
      products and services. These financial statements have been prepared on a going
      concern basis, which implies the Company will continue to realize its assets
      and
      discharge its liabilities in the normal course of business. The Company has
      never paid any dividends and is unlikely to pay dividends or generate earnings
      in the immediate or foreseeable future. The continuation of the Company as
      a
      going concern and the ability of the Company to emerge from the development
      stage with respect to any planned principal business activity is dependent
      upon
      the continued financial support from its shareholders, the ability of the
      Company to obtain necessary equity financing to continue operations and the
      attainment of profitable operations.





**Basis
      of Presentation**


The
      unaudited financial statements included herein have been prepared in accordance
      with generally accepted accounting principles for interim financial information
      and with the instructions to Form 10-QSB and Item 310(b) of Regulation S-B.
      In
      the opinion of management, all adjustments (consisting of normal recurring
      accruals) considered necessary for a fair presentation have been included.
      Operating results for the three month and six month periods ended June 30,
      2006
      and 2005 are not necessarily indicative of the results that may be expected
      for
      any interim period or the entire year. For further information, these
      consolidated financial statements and the related notes should be read in
      conjunction with the Company’s audited financial statements for the year ended
      December 31, 2005 included in the Company’s annual report on Form
      10-KSB.





**NOTE
      2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**




**Accounting
      Estimates**


The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities and disclosure of contingent assets and liabilities at the date
      of
      the financial statements and the reported amounts of revenues and expenses
      during the reporting period. Actual results could differ from those
      estimates.





The
      Company’s financial statements are based on a number of significant estimates,
      including estimated life and amortization of the website development
      costs.




**Page
          - 6**


**TORA
      TECHNOLOGIES INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO THE FINANCIAL STATEMENTS**


**JUNE
      30, 2006**


**UNAUDITED**





**NOTE
      2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued**





**Foreign
      Currency Translation**


The
      Company’s functional and reporting currency is the United States dollar.
      Monetary assets and liabilities denominated in foreign currencies are translated
      using the exchange rate prevailing at the balance sheet date. Gains and losses
      arising on translation or settlement of foreign currency denominated
      transactions or balances are included in the determination of income. Foreign
      currency transactions are primarily undertaken in Canadian dollars. The Company
      has not, to the date of these financials statements, entered into derivative
      instruments to offset the impact of foreign currency fluctuations.





**Revenue
      Recognition**


The
      Company recognizes revenue from the sale of custom embroidery products and
      services through the Internet in accordance with Securities and Exchange
      Commission Staff Accounting Bulletin No. 104 (“SAB 104”), “ *Revenue
      Recognition* ”.
      Revenue is recognized only when the price is fixed or determinable, persuasive
      evidence of an arrangement exists, the product is shipped, and collectibility
      is
      reasonably assured.





**Concentrations**


For
      the
      period ended June 30, 2006, the Company generated 100% of sales from one
      customer. The Company purchases all of its products from one vendor, LA
      Embroidery Inc.





**Website
      Development Costs**


The
      Company recognizes the costs associated with developing a website in accordance
      with the American Institute of Certified Public Accountants (“AICPA”) Statement
      of Position (“SOP”) No. 98-1, “ *Accounting
      for the Costs of Computer Software Developed or Obtained for Internal
      Use* ”
and
      the
      Emerging Issues Task Force (EITF) No. 00-2, “ *Accounting
      for Website Development Costs* ”.




Costs
      associated with the website consist primarily of software purchased and
      customized for internal use. These costs and the website domain name have been
      capitalized and are being amortized based on their estimated useful lives of
      between one and three years. Costs incurred to update graphics and enter initial
      product data are expensed as incurred.





**Stock-based
      Compensation**


Prior
      to
      January 1, 2006, the Company accounted for stock-based awards under the
      recognition and measurement provisions of Accounting Principles Board Opinion
      No. 25, “Accounting for Stock Issued to Employees” using the intrinsic value
      method of accounting, under which compensation expense was only recognized
      if
      the exercise price of the Company’s employee stock options was less than the
      market price of the underlying common stock on the date of grant. Effective
      January 1, 2006, the Company adopted the fair value recognition provisions
      of
      SFAS No. 123R “ *Share
      Based Payments* ”,
      using
      the modified retrospective transition method. The Company has not issued any
      stock options or share based payments since its inception. Accordingly, there
      was no effect on the Company’s reported loss from operations, cash flows or loss
      per share as a result of adopting SFAS No 123R







**Page
          - 7**


**TORA
      TECHNOLOGIES INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO THE FINANCIAL STATEMENTS**


**JUNE
      30, 2006**


**UNAUDITED**





**NOTE
      2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES, continued**





**Long-Lived
      Assets**


Statement
      of Financial Accounting Standards No. 144 “Accounting for the Impairment or
      Disposal of Long-Lived Assets” (“SFAS 144”) requires the recognition of an
      impairment loss on long-lived assets if the carrying amount exceeds its fair
      value, as determined using undiscounted cash flows expected to result from
      the
      use and eventual disposition of the asset. During the period ending June 30,
      2006, it was determined that service rights were impaired and as a result of
      the
      assessment an impairment loss of $14,000 was taken. (Notes 4, 6, 7 and
      8)





**Discontinued
      Operations**


SFAS
      No.
      146 requires that a liability for a cost associated with an exit or disposal
      activity be recognized and measured initially at fair value only when the
      liability is incurred, not when it is planned. The Company’s termination of
      their embroidery business and cancellation of their service agreement,
      subsequent to June 30, 2006 has caused the Company to reclassify and disclose
      separately the costs associated with the disposal on the statement of operations
      and comprehensive income for the six month periods ended June 30, 2006 and
      2005.
      (Notes 4, 6, 7 and 8)





**Recent
      Accounting Pronouncements**


In
      May
      2005, the FASB issued SFAS No. 154 (“SFAS 154”), Accounting Changes and Error
      Corrections. This statement, which replaces APB Opinion No. 20, Accounting
      Changes, and FASB Statement No. 3, Reporting Accounting Changes in Interim
      Financial Statements, requires that a voluntary change in accounting principle
      be applied retrospectively to all prior period financial statements presented,
      unless it is impracticable to do so. SFAS 154 also provides that a change in
      method of depreciating or amortizing a long-lived non-financial asset be
      accounted for as a change in estimate effected by a change in accounting
      principle, and also provides that correction of errors in previously issued
      financial statements should be termed a “restatement”. SFAS 154 is effective for
      fiscal years beginning after December 15, 2005. Adoption of SFAS 154 did not
      have a material impact on the Company’s financial condition or results of
      operations.





In
      February 2006, the FASB issued SFAS No. 155 “Accounting for Certain Hybrid
      Financial Instruments - an amendment of FASB Statements No. 133 and 140’. This
      Statement amends FASB Statements No. 133, Accounting for Derivative Instruments
      and Hedging Activities, and No. 140, Accounting for Transfers and Servicing
      of
      Financial Assets and Extinguishments of Liabilities. This Statement resolves
      issues addressed in Statement 133 Implementation Issue No. D1, “Application of
      Statement 133 to Beneficial Interests in Securitized Financial Assets.” This
      statement is effective for all financial instruments acquired or issued after
      the beginning of an entities first fiscal year that begins after September
      15,
      2006. Adoption of SFAS No 155 is not expected to have a material effect on
      the
      Company’s results of operations, financial condition or cash flows.





In
      March 2006, the Financial Accounting Standards Board (“FASB”) issued SFAS
      No. 156, “Accounting for Servicing of Financial Assets — an amendment of
      FASB Statement No. 140.” SFAS No. 156 amends SFAS No. 140,
“Accounting for Transfers and Servicing of Financial Assets and Extinguishment
      of Liabilities,” with respect to accounting for separately recognized servicing
      assets and servicing liabilities.  SFAS No. 156 is effective for
      fiscal years that begin after September 15, 2006, with early adoption
      permitted as of the beginning of an entity’s fiscal year. The Company does not
      have any servicing assets or servicing liabilities and, accordingly, the
      adoption of SFAS No. 156 is not expected to have a material effect on the
      Company’s results of our operations, financial condition or cash
      flows.




**Page
          - 8**


**TORA
      TECHNOLOGIES INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO THE FINANCIAL STATEMENTS**


**JUNE
      30, 2006**


**UNAUDITED**





**NOTE
      3 - RELATED PARTY TRANSACTIONS**





The
      President of the Company provides management services and office premises to
      the
      Company at no charge. The donated management services have been valued at $1,000
      per month and the donated office premises have been valued at $250 per month.
      For each of the six month periods ended June 30, 2006 and 2005, a total of
      $6,000 and $1,500 were charged to operations and recorded as donated capital.




The
      Vice-President of the Company provides internet web hosting services to the
      Company at no charge. These donated services have been valued at $100 per month.
      For the six month periods ended June 30, 2006 and 2005, $600 and $0 were charges
      to operations and recorded as donated capital.





**NOTE
      4 - SERVICE RIGHTS**





The
      Company entered into a Service Agreement (the “Service Agreement”) dated
      November 15, 2005, which superseded an agreement dated October 20, 2003, as
      amended on November 15, 2004 (the “Original Agreement”), with LA Embroidery Inc.
      (“LA”), a company based in Vancouver, Canada, for the non-exclusive rights to
      market LA’s custom embroidery products and services via the Internet expiring
      December 31, 2008. Under the Original Agreement, the Company paid $5,000 and
      issued 250,000 common shares at an estimated fair value of $0.10 per share.
      Under the Service Agreement, the Company was committed to ordering a
      cumulative minimum of $12,000 of LA’s products and services by December 31, 2005
      (fulfilled), a cumulative minimum of $25,000 by December 31, 2006, and a
      cumulative minimum of $50,000 by December 31, 2007. The costs of acquiring
      the
      rights were being amortized on a straight-line basis over the term of the
      Service Agreement.





On
      July
      6, 2006, the Service Agreement was cancelled. On cancellation of the Service
      Agreement an impairment loss of $14,000 was recorded as part of discontinued
      operations at June 30, 2006. (Notes 6, 7 and 8)




Cost
              $
            Accumulated
              Amortization
              and
                Impairment
              $
            June
                30, 2006
              Net
                Carrying
              Value
              $
            December
                31, 2005
              Net
                Carrying
              Value
              $Service
                Rights
            30,000
            30,000
            -
            17,000








**NOTE
      5 - COMMON STOCK**





On
      January 31, 2006, the Company declared a stock dividend of 6.5 new common shares
      for every one common share outstanding. This resulted in an increase of the
      Company’s issued and outstanding common shares from 5,977,500 to 44,831,250
      common shares. All share amounts have been retroactively adjusted for all
      periods presented.







**Page
          - 9**


**TORA
      TECHNOLOGIES INC.**


**(A
      DEVELOPMENT STAGE COMPANY)**


**NOTES
      TO THE FINANCIAL STATEMENTS**


**JUNE
      30, 2006**


**UNAUDITED**





**NOTE
      6 - DISCONTINUED OPERATIONS**





On
      July
      6, 2006, the Company cancelled their Service Contract thereby discontinuing
      their business of marketing custom embroidery products and services through
      the
      Internet. Cancellation of the service contract resulted in a total loss from
      discontinued operations of $43,209 which included a net loss from the embroidery
      business of $29,209 (net of $0 tax effect) plus a charge for impairment of
      service rights of $14,000. These losses were recorded in the loss from
      discontinued operations section, of the statements of operations for the six
      month period ended June 30, 2006. (Notes 4, 7 and 8)





**NOTE
      7 - GOING CONCERN**





The
      Company was in the business of marketing custom embroidery products and services
      through the Internet until July 6, 2006, when the Company’s embroidery Service
      Contract was cancelled by mutual consent. At June 30, 2006, the Company had
      accumulated a deficit of $148,273 since inception and additional debt or equity
      financing will be required by the Company to fund and support its operations.
      These factors raise substantial doubt about the Company’s ability to continue as
      a going concern. Management plans to mitigate its losses in future years by
      reducing its operating expenses and seeking out new business opportunities.
      However, there is no assurance that the Company will be able to obtain
      additional financing, reduce their operating expenses or be successful in
      locating or acquiring a viable business. The accompanying financial statements
      do not include any adjustments that might be necessary if the Company is unable
      to continue as a going concern. (Notes 4, 6 and 8)





**NOTE
      8 - SUBSEQUENT EVENT**





The
      Company was in the business of selling, marketing and distributing embroidered
      clothing and accessories through the internet until July 6, 2006, when the
      Company’s embroidery Services Contract was cancelled by mutual consent. (Notes
      4, 6 and 7)




**Page
          - 10**


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





THE
      FOLLOWING IS A DISCUSSION AND ANALYSIS THAT MANAGEMENT BELIEVES IS RELEVANT
      TO
      AN ASSESSMENT AND UNDERSTANDING OF THE RESULTS OF OPERATIONS AND FINANCIAL
      CONDITION OF TORA TECHNOLOGIES INC. (OR THE “COMPANY”) FOR THE THREE AND SIX
      MONTH PERIODS ENDED JUNE 30, 2006 AND 2005. THE FOLLOWING SHOULD BE READ IN
      CONJUNCTION WITH THE FINANCIAL STATEMENTS AND RELATED NOTES APPEARING ELSEWHERE
      HEREIN AND MANAGEMENT’S DISCUSSION AND ANALYSIS INCLUDED IN TORA’S ANNUAL REPORT
      ON FORM 10-KSB FOR THE YEAR ENDED DECEMBER 31, 2005.





**Overview**





We
      are in
      the early stages of development. Until July 6, 2006, our principal business
      was
      the marketing of custom embroidery products and services over the Internet.
      On
      July 6, 2006, we cancelled our embroidery Service Contract and as such we are
      no
      longer in the business of marketing custom embroidery products and services
      over
      the internet.





Due
      to
      limited operations, we are presently seeking new business
      opportunities.





We
      have
      accumulated a deficit of approximately $150,000 to date and will require
      additional financing to continue operations and to seek out new business
      opportunities. We plan to mitigate our losses in future years through
      controlling our operating costs and locating a viable business.





There
      is
      no assurance that we will be able to obtain additional financing, be successful
      in locating or acquiring a viable business or that we will be able to reduce
      operating expenses. Our financial statements do not include any adjustments
      that
      might result from the outcome of these uncertainties.





**Financial
      Condition**





During
      the six months ended June 30, 2006, we had a net loss of $50,969. As of June
      30,
      2006, we had a cash balance of $11,458, accounts receivable of $729 and prepaid
      expenses of $145. When these current assets are offset against our current
      obligations of $9,086 in accounts payable and accrued liabilities, we are left
      with working capital of $2,372.





We
      believe that our cash and cash equivalents as of the date of this filing are
      not
      sufficient to satisfy our working capital needs for the next year. Over the
      next
      year we plan to seek new business opportunities and control our operating costs.
      We anticipate funding our working capital needs for the next year through the
      equity capital markets, private advances and loans. Although the foregoing
      actions are expected to cover our anticipated cash needs for working capital
      and
      capital expenditures for at least the next year, no assurance can be given
      that
      we will be able raise sufficient cash to meet our cash requirements.





We
      plan
      to cover operating costs until such time as a new business opportunity is
      located, by raising additional capital through the private placement of shares,
      private advances and loans.





We
      are
      not currently conducting any research and development activities. We do not
      anticipate conducting such activities in the near future. If we enter into
      a new
      business opportunity, we may be required to hire additional employees,
      independent contractors as well as purchase or lease additional
      equipment.


We
      anticipate continuing to rely on equity sales of common shares or the issuance
      of convertible debt to fund our operations and to seek out or enter into new
      business opportunities. The issuance of any additional shares will result in
      dilution to existing shareholders of the Company.





Our
      independent auditors have added an explanatory paragraph to their audit opinion
      issued in connection with our financial statements for the fiscal year 2005,
      which states that:





**Page
          - 11**





We
      are in
      the early development stage. In a development stage company, management devotes
      most of its activities in developing a market for its products and services.
      The
      financial statements were prepared on a going concern basis, which implies
      that
      we will continue to realize our assets and discharge our liabilities in the
      normal course of business. We have never paid any dividends and are unlikely
      to
      pay any dividends or generate earnings in the immediate or foreseeable future.
      Our continuation as a going concern and our ability to emerge from the
      development stage with respect to any planned principal business activity is
      dependent upon the continued financial support of our shareholders, our ability
      to obtain necessary equity financing to continue operations and the attainment
      of profitable operations. We can not guarantee that we will be able to raise
      any
      equity financing or sell any products or services at a profit. At December
      31,
      2005, we had working capital of $27,983 and had accumulated losses of $97,304
      since inception. Our financial statements do not include any adjustments to
      the
      recoverability and classification of recorded asset amounts and classification
      of liabilities that might be necessary should we be unable to continue as a
      going concern. These factors raise substantial doubt regarding our ability
      to
      continue as a going concern.





**Related-Party
      Transactions**





During
      the six month period ended June 30, 2006, $8,100 in donated services were
      provided by the President ($6,000 in management fees and $1,500 in rent) and
      the
      Vice-President ($600 in web services). These donated services were recorded
      as a
      separate component of Stockholders’ Equity.





**Trends,
      Events or Uncertainties Impacting Sales and Liquidity**





On
      July
      6, 2006, we cancelled our contract with LA embroidery and as such do not have
      an
      embroidery supplier. We are presently focusing on locating and acquiring a
      viable business. Until we locate a viable business we do not expect to generate
      sales revenue, thus we are presently relying on management and the capital
      markets to cover our operating costs and the costs associated with acquiring
      a
      viable business.  Our
      negotiations with Manhatan Assets Corp. have ceased.




**Internal
      and External Sources of Liquidity**





Our
      internal sources of liquidity will be loans that may be available to us from
      our
      directors and officers. In the past, Ralph Biggar, our president, has loaned
      Tora funds and converted these loans to equity. Though we have no written
      arrangements with Mr. Biggar, we expect that Mr. Biggar will continue provide
      us
      with internal sources of liquidity when it is required.





Our
      external source of liquidity will be private placements for equity conducted
      outside the United States. At the present time we have not completed any
      definitive arrangements for any external sources of liquidity.





**Material
      Commitments for Capital Expenditures**





Over
      the
      next twelve months, we will be focusing on locating and acquiring a viable
      business. Once we locate a viable business we may be required to enter into
      material commitments for capital expenditures. At the present time we do not
      have any commitments to make capital expenditures.





**Overview
      and Anticipated Expenses**





We
        intend
        to continue to have our outside consultant assist in the preparation of our
        quarterly and annual financial statements and have these financial statements
        reviewed and audited by our independent auditor. Our outside consultant charges
        approximately $2,000 per quarter to assist in the preparation of our quarterly
        financial statements and approximately $3,000 to assist in the preparation
        of
        our annual financial statements. We anticipate that our independent auditor
        will
        charge approximately $3,250 to review our quarterly financial statements
        and
        approximately $10,000 to audit our annual financial statements. Therefore,
        we
        have budgeted approximately $30,000 to cover our accounting and audit
        requirements for the next 12 months.





**Page
          - 12**








We
      file
      documents with the U.S. Securities and Exchange Commission on a quarterly basis.
      We expect to incur legal and filing costs of approximately $1,000 per quarter
      to
      support our quarterly and annual filings. Therefore, we have budgeted $4,000
      for
      legal and filing costs to account for three quarterly filings and one annual
      filing during the next 12 months.





We
      do not
      expect to hire any employees over the next 12 months, unless we are successful
      in acquiring a viable business. Our president and vice-president are currently
      managing all aspects of our business.





**COMPARISON
      OF THE SIX MONTH PERIODS ENDED JUNE 30, 2006 AND 2005.**





**Overall
      Results of Operations**





For
      the
      six month period ended June 30, 2006, we had a net loss of $50,969, or $0.01
      per
      share, which was an increase of $32,190 in net loss from our net loss of $18,779
      or $0.01 per share for the six months ended June 30, 2005. The increase in
      net
      loss for the six months ended June 30, 2006 as compared to the six months ended
      June 30, 2005 was due primarily to the $14,000 impairment charge of service
      rights and an increase in our professional fees for expenses incurred to comply
      with our SEC filing obligations. During the next year we expect our net loss
      to
      decline and then stabilize.





**Revenues
      and Operating Expenses**





Due
      to
      cancellation of our Service Contract on July 6, 2006, our embroidery sales
      and
      operating expenses for the three and six month periods ended June 30, 2006
      and
      2005, have been reclassified to loss from discontinued operations. Net losses
      from discontinued operations (net of $0 tax effect) were $50,969 and $18,779
      for
      the six month periods ended June 30, 2006 and 2005 and $43,209 and $11,543 for
      the three month periods ended June 30, 2006 and 2005.





Included
      in our loss from discontinued operations is a charge for impairment of service
      rights, associated with the cancellation of the Service Contract, of $14,000
      for
      the three and six month periods ended June 30, 2006.





Over
      the
      next year we expect our operating expenses to decline and then stabilize until
      such time as we are successful in acquiring a viable business.





**Off-Balance-Sheet
      Arrangements**





We
      have
      no off-balance sheet arrangements that have or are reasonably likely to have
      a
      current or future effect on our financial condition, changes in financial
      condition, revenue or expenses, results of operations, liquidity, capital
      expenditures or capital resources that is material to investors. We do not
      have
      any non-consolidated, special-purpose entities.





**Liquidity
      and Capital Resources**





As
      of
      June 30, 2006, we had a cash balance of $11,458 and a negative cash flow from
      operations of $22,341 for the six months then ended. During the six months
      ended
      June 30, 2006, we funded our operations through an increase in our accounts
      payable and accrued liabilities of $2,420 and cash of $22,341.





The
      notes
      to our consolidated financial statements as of June 30, 2006, contain footnote
      disclosure regarding our uncertain ability to continue as a going concern.
      We
      have not generated sufficient revenues to cover our expenses, and we have an
      accumulated deficit of $148,273. We cannot assure that we will succeed in obtain
      additional equity or debt financing, reduce our operating expenses or be
      successful in locating or acquiring a viable business. We have, however,
      successfully generated sufficient working capital and liquidity until the date
      of this filing, and believe that we can continue to do so for the next twelve
      months.




**Page
          - 13**





**Net
      Cash Used in Operating Activities**





The
      cash
      used in operations of $22,341 was primarily used on: discontinued operating
      expenditures exceeding revenue by $50,969 and an increase in net goods and
      services tax receivable of $729. These uses of cash were offset by an increase
      in trade accounts payable of $2,420, utilization of $705 in prepaid expenses,
      an
      amortization and an impairment charge against the service contract totalling
      $17,000, amortization of website development costs of $1,132 and services
      donated by management of $8,100.




**Net
      Cash Used In Investing Activities**





During
      the six months ended June 30, 2006, we did not spend any cash on investing
      activities.





**Net
      Cash Provided By Financing Activities**





During
      the six months ended June 30, 2006, we did not spend any cash on financing
      activities.





**CRITICAL
      ACCOUNTING ESTIMATES**





An
      appreciation of our critical accounting policies is necessary to understand
      our
      financial results. These policies may require that we make difficult and
      subjective judgments regarding uncertainties, and, as a result, our estimates
      may significantly impact our financial results. The precision of these estimates
      and the likelihood of future changes depend on a number of underlying variables
      and a range of possible outcomes. Other than our accounting for discontinued
      operations, our critical accounting policies do not involve a choice between
      alternative methods of accounting. We applied our critical accounting policies
      and estimation methods consistently.





**Accounting
      Estimates**





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities and disclosure of contingent assets and liabilities at the date
      of
      the financial statements and the reported amounts of revenues and expenses
      during the reporting period. Actual results could differ from those
      estimates.





Our
      financial statements are based on a number of significant estimates, including
      estimated life and amortization of the website development costs.





**Long-Lived
      Assets**





Statement
      of Financial Accounting Standards No. 144 “Accounting for the Impairment or
      Disposal of Long-Lived Assets” (“SFAS 144”) requires the recognition of an
      impairment loss on long-lived assets if the carrying amount exceeds its fair
      value, as determined using undiscounted cash flows expected to result from
      the
      use and eventual disposition of the asset. During the period ending June 30,
      2006, it was determined that service rights were impaired and as a result of
      the
      assessment an impairment loss of $14,000 was taken.





**Discontinued
      Operations**





SFAS
      No.
      146 requires that a liability for a cost associated with an exit or disposal
      activity be recognized and measured initially at fair value only when the
      liability is incurred, not when it is planned. The Company’s termination of
      their embroidery business and cancellation of their service agreement,
      subsequent to June 30, 2006 has caused the Company to reclassify and disclose
      separately the costs associated with the disposal on the statement of operations
      for the six month periods ended June 30, 2006 and 2005.




**Page
          - 14**





**Contingencies
      and Commitments**





We
      had no
      contingencies or long-term commitments at July 6, 2006.




**Contractual
      Obligations**





We
      did
      not have any contractual obligations at July 6, 2006.





**Inflation**





We
      do not
      believe that inflation will have a material impact on our future
      operations.





**Uncertainties
      relating to Forward-Looking Statements**





This
      Form
      10-QSB Annual Report contains “forward-looking statements” within the meaning of
      the Private Securities Litigation Reform Act of 1995. You can identify these
      statements by our use of words such as “plan”, “expect”, “aim”, “believe”,
“project”, “anticipate”, “intend”, “estimate”, “will”, “should”, “could” and
      other expressions that indicate future events and trends. All statements that
      address expectations or projections about the future, including statements
      about
      locating and acquiring a viable business, reducing and stabilizing our operating
      costs, obtaining private advances and loans and raising capital from external
      sources are forward-looking statements.





All
      forward-looking statements are made as of the date of the filing of this Form
      10-QSB and we disclaim any duty to update these statements.





Certain
      parts of this Form 10-QSB may contain “forward-looking statements” within the
      meaning of the Securities Exchange Act of 1934 based on current managements
      expectations. Our actual results could differ materially from those in our
      forward looking statements due to a number of uncertainties, including, but
      not
      limited to, those discussed in this section. Factors that could cause our future
      results to differ from these expectations include general economic conditions,
      particularly as they affect our ability to raise sufficient working capital,
      control our costs and locate and acquire a viable business. As a result, the
      identification and interpretation of data and other information and their use
      in
      developing and selecting assumptions from and among reasonable alternatives
      requires the exercise of judgment. To the extent that the assumed events do
      not
      occur, our outcome may vary substantially from our anticipated or projected
      results, and accordingly, we express no opinion on the achievability of those
      forward-looking statements and give no assurance that any of the assumptions
      relating to the forward-looking statements are accurate.





We
      may,
      from time to time, make oral forward-looking statements. We strongly advise
      you
      to read the foregoing paragraphs and the risk factors described our annual
      report and in our other documents filed with the United States Securities and
      Exchange Commission for a description of certain factors that could cause our
      actual results to differ materially from those in the oral forward-looking
      statements. We disclaim any intention or obligation to update or revise any
      oral
      or written forward-looking statements whether as a result of new information,
      future events or otherwise.





**Item
      3. Controls and Procedures.**





**Disclosure
      Controls and Procedures**





Ralph
      Biggar, Tora’s Chief Executive Officer and Chief Financial Officer, has
      evaluated the effectiveness of Tora’s disclosure controls and procedures (as
      such term is defined in Rules 13a-15 and 15d-15 under the Securities Exchange
      Act of 1934 (the “Exchange Act” )) as of the end of the period covered by this
      quarterly report (the “Evaluation Date”). Based on such evaluation, Mr. Biggar
      has concluded that, as of the Evaluation Date, our disclosure controls and
      procedures are effective to provide reasonable assurance that information we
      are
      required to disclose in reports that we file or submit under the Exchange Act,
      is recorded, processed, summarized and reported within the time periods
      specified in Securities and Exchange Commission rules and forms, and
      that such information is accumulated and communicated to our management,
      including Mr. Biggar, as appropriate, to allow timely decisions regarding
      required disclosure.








**Page
          - 15**





**Changes
      in Internal Controls**





During
      the quarter of the fiscal year covered by this report, there were no changes
      in
      Tora’s internal controls or, to Tora’s knowledge, in other factors that have
      materially affected, or are reasonably likely to materially affect, these
      controls and procedures subsequent to the date Tora carried out this evaluation.





**PART
      II - OTHER INFORMATION**





**Item
      1. Legal Proceedings.**





Tora
      is
      not a party to any pending legal proceedings and, to the best of Tora’s
      knowledge, none of Tora’s assets are the subject of any pending legal
      proceedings.





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





During
      the quarter of the fiscal year covered by this report, (i) Tora did not modify
      the instruments defining the rights of its shareholders, (ii) no rights of
      any
      shareholders were limited or qualified by any other class of securities, and
      (iii) Tora did not sell any unregistered equity securities.





**Item
      3. Defaults Upon Senior Securities.**





During
      the quarter of the fiscal year covered by this report, no material default
      has
      occurred with respect to any indebtedness of Tora. Also, during this quarter,
      no
      material arrearage in the payment of dividends has occurred.





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





No
      matter
      was submitted to a vote of security holders through the solicitation of proxies
      or otherwise, during the first quarter of the fiscal year covered by this
      report.





**Item
      5. Other Information.**





During
      the quarter of the fiscal year covered by this report, Tora reported all
      information that was required to be disclosed in a report on Form
      8-K.





**Item
      6. Exhibits**





**(a)**
            **Index
                to and Description of
                Exhibits**





All
      Exhibits required to be filed with the Form 10-QSB are incorporated by reference
      to Tora’s previously filed Form SB-2 and Form 10-KSB.





**Exhibit**
            **Description**
            **Status****3.1**
            Articles
                of Incorporation of Tora Technologies Inc. filed as an Exhibit to
                Tora’s
                Form SB-2 filed on March 5, 2004 and incorporated herein by
                reference.
            Filed**3.2**
            By-Laws
                of Tora Technologies Inc. filed as an Exhibit to Tora’s Form SB-2 filed on
                March 5, 2004 and incorporated herein by reference.
            Filed**4.1**
            Instrument
                Defining the Rights of Security Holders filed as an Exhibit to Tora’s Form
                SB-2 filed on March 5, 2004 and incorporated herein by
                reference.
            Filed**10.1**
            Service
                Agreement between Tora Technologies Inc. and LA Embroidery Inc. dated
                October 20, 2003 filed as an Exhibit to Tora’s Form SB-2 filed on March 5,
                2004 and incorporated herein by reference.
            Filed






**Page
          - 16**






**Exhibit**
            **Description**
            **Status**


**10.2**
            Amended
                Service Agreement between Tora Technologies Inc. and LA Embroidery
                Inc.
                dated November 15, 2004 filed as an Exhibit to Tora’s Form SB-2 filed on
                February 4, 2005 and incorporated herein by reference.
            Filed**10.3**
            Amended
                  Service Agreement (2ndAmendment) between Tora Technologies Inc. and LA Embroidery Inc.
                  dated
                  November 15, 2005 filed as an Exhibit to Tora’s Form 10-KSB (Annual
                  Report) filed on March 29, 2006 and incorporated herein by
                  reference.
            Filed**10.4**
            Termination
                  Agreement between Tora Technologies Inc. and LA Emboidery Inc.
                  dated July
                  6, 2006 filed as an Exhibit to Tora’s Form 8-K (Current Report) filed on
                  July 7, 2006 and incorporated herein by reference.
            Filed**31**
            Certifications
                pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
            Included**32**
            Certification
                pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section
                906 of
                the Sarbanes-Oxley Act of 2002.
            Included**99.1**
            Code
                of Ethics
            Filed**99.2**
            Audit
                Committee Charter
            Filed**99.3**
            Disclosure
                Committee Charter
            Filed














**SIGNATURES**








In
      accordance with the requirements of the Securities Exchange Act of 1934, Tora
      Technologies Inc. has caused this report to be signed on its behalf by the
      undersigned duly authorized person.








**TORA
      TECHNOLOGIES INC.**





By:*/s/
      Ralph Biggar*


Name:  **Ralph
      Biggar**


Title **:**  **Director,
      CEO and CFO**


Dated:  **August
      11, 2006**








**Page
          - 17**







**Exhibit
      31**










**Page
          - 18**




**TORA
      TECHNOLOGIES INC** **.**


**CERTIFICATIONS
      PURSUANT TO**


**SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002**




**CERTIFICATION**




I,
      Ralph
      Biggar, certify that:




1.
 
      I have reviewed this quarterly report on Form 10-QSB of Tora Technologies
      Inc.;




2.
      Based
      on my knowledge, this quarterly report does not contain any untrue statement
      of
      a material fact or omit to state a material fact necessary to make the
      statements made, in light of the circumstances under which such statements
      were
      made, not misleading with respect to the period covered by this report;




3.
      Based
      on my knowledge, the financial statements, and other financial information
      included in this report, fairly present in all material respects the financial
      condition, results of operations and cash flows of the small business issuer
      as
      of, and for, the periods presented in this report;




4.
      The
      small business issuer’s other certifying officer(s) and I are responsible for
      establishing and maintaining disclosure controls and procedures (as defined
      in
      Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
      reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
      small business issuer and have:




(a)
      Designed such disclosure controls and procedures, or caused such disclosure
      controls and procedures to be designed under our supervision, to ensure that
      material information relating to the small business issuer, including its
      consolidated subsidiaries, is made known to us by others within those entities,
      particularly during the period in which this report is being prepared;




(b)
      Designed such internal control over financial reporting, or caused such internal
      control over financial reporting to be designed under our supervision, to
      provide reasonable assurance regarding the reliability of financial reporting
      and the preparation of financial statements for external purposes in accordance
      with generally accepted accounting principles;




(c)
      Evaluated the effectiveness of the small business issuer’s disclosure controls
      and procedures and presented in this report our conclusions about the
      effectiveness of the disclosure controls and procedures, as of the end of the
      period covered by this report based on such evaluation; and




(d)
      Disclosed in this report any change in the small business issuer’s internal
      control over financial reporting that occurred during the small business
      issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
      quarter in the case of an annual report) that has materially affected, or is
      reasonably likely to materially affect, the small business issuer’s internal
      control over financial reporting; and




5.
      The
      small business issuer’s other certifying officer(s) and I have disclosed, based
      on our most recent evaluation of internal control over financial reporting,
      to
      the small business issuer’s auditors and the audit committee of the small
      business issuer’s board of directors (or persons performing the equivalent
      functions):




(a)
      All
      significant deficiencies and material weaknesses in the design or operation
      of
      internal control over financial reporting which are reasonably likely to
      adversely affect the small business issuer’s ability to record, process,
      summarize and report financial information; and




(b)
      Any
      fraud, whether or not material, that involves management or other employees
      who
      have a significant role in the small business issuer’s internal control over
      financial reporting.






Date: August
      11, 2006




*/s/
      Ralph Biggar*


Ralph
      Biggar


Chief
      Executive Officer




**Page
          - 19**




**TORA
      TECHNOLOGIES INC** **.**


**CERTIFICATIONS
      PURSUANT TO**


**SECTION
      302 OF THE SARBANES-OXLEY ACT OF 2002**




**CERTIFICATION**




I,
      Ralph
      Biggar, certify that:




1.
 
      I have reviewed this quarterly report on Form 10-QSB of Tora Technologies
      Inc.;




2.
      Based
      on my knowledge, this quarterly report does not contain any untrue statement
      of
      a material fact or omit to state a material fact necessary to make the
      statements made, in light of the circumstances under which such statements
      were
      made, not misleading with respect to the period covered by this report;




3.
      Based
      on my knowledge, the financial statements, and other financial information
      included in this report, fairly present in all material respects the financial
      condition, results of operations and cash flows of the small business issuer
      as
      of, and for, the periods presented in this report;




4.
      The
      small business issuer’s other certifying officer(s) and I are responsible for
      establishing and maintaining disclosure controls and procedures (as defined
      in
      Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial
      reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the
      small business issuer and have:




(a)
      Designed such disclosure controls and procedures, or caused such disclosure
      controls and procedures to be designed under our supervision, to ensure that
      material information relating to the small business issuer, including its
      consolidated subsidiaries, is made known to us by others within those entities,
      particularly during the period in which this report is being prepared;




(b)
      Designed such internal control over financial reporting, or caused such internal
      control over financial reporting to be designed under our supervision, to
      provide reasonable assurance regarding the reliability of financial reporting
      and the preparation of financial statements for external purposes in accordance
      with generally accepted accounting principles;




(c)
      Evaluated the effectiveness of the small business issuer’s disclosure controls
      and procedures and presented in this report our conclusions about the
      effectiveness of the disclosure controls and procedures, as of the end of the
      period covered by this report based on such evaluation; and




(d)
      Disclosed in this report any change in the small business issuer’s internal
      control over financial reporting that occurred during the small business
      issuer’s most recent fiscal quarter (the small business issuer’s fourth fiscal
      quarter in the case of an annual report) that has materially affected, or is
      reasonably likely to materially affect, the small business issuer’s internal
      control over financial reporting; and




5.
      The
      small business issuer’s other certifying officer(s) and I have disclosed, based
      on our most recent evaluation of internal control over financial reporting,
      to
      the small business issuer’s auditors and the audit committee of the small
      business issuer’s board of directors (or persons performing the equivalent
      functions):




(a)
      All
      significant deficiencies and material weaknesses in the design or operation
      of
      internal control over financial reporting which are reasonably likely to
      adversely affect the small business issuer’s ability to record, process,
      summarize and report financial information; and




(b)
      Any
      fraud, whether or not material, that involves management or other employees
      who
      have a significant role in the small business issuer’s internal control over
      financial reporting.






Date: August
      11, 2006






*/s/
      Ralph Biggar*


Ralph
      Biggar


Chief
      Financial Officer




**Page
          - 20**







**Exhibit
      32**







**Page
          - 21**






**CERTIFICATION
      PURSUANT TO**


**18
      U.S.C. SECTION 1350,**


**AS
      ADOPTED PURSUANT TO**


**SECTION
      906 OF THE SARBANES-OXLEY ACT OF 2002**






In
      connection with the Quarterly Report of Tora Technologies Inc. (“Tora”) on Form
      10-QSB for the period ending June 30, 2006 as filed with the Securities and
      Exchange Commission on the date hereof (the “Report”), I, Ralph Biggar,
      President, Chief Executive Officer of Tora and a member of the Board of
      Directors, certify, pursuant to s.906 of the Sarbanes-Oxley Act of 2002, that:




(1)
        The Report fully complies with the requirements of section 13(a) or 15(d)
      of the Securities Exchange Act of 1934; and




(2)
        The information contained in the Report fairly represents, the financial
      condition and result of operations of Tora.











*/s/
      Ralph Biggar*


Ralph
      Biggar


Chief
      Executive Officer




August
      11, 2006




**Page
          - 22**






**CERTIFICATION
      PURSUANT TO**


**18
      U.S.C. SECTION 1350,**


**AS
      ADOPTED PURSUANT TO**


**SECTION
      906 OF THE SARBANES-OXLEY ACT OF 2002**






In
      connection with the Quarterly Report of Tora Technologies Inc. (“Tora”) on Form
      10-QSB for the period ending June 30, 2006 as filed with the Securities and
      Exchange Commission on the date hereof (the “Report”), I, Ralph Biggar, Chief
      Financial Officer of Tora and a member of the Board of Directors, certify,
      pursuant to s.906 of the Sarbanes-Oxley Act of 2002, that:




(1)
        The Report fully complies with the requirements of section 13(a) or 15(d)
      of the Securities Exchange Act of 1934; and




(2)
        The information contained in the Report fairly represents, the financial
      condition and result of operations of Tora.






*/s/
      Ralph Biggar*


Ralph
      Biggar


Chief
      Financial Officer




August
      11, 2006






**Page
          - 23**