UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                   FORM 10-QSB
  QUARTERLY REPORT FOR SMALL BUSINESS ISSUERS SUBJECT TO THE 1934 ACT REPORTING
                                  REQUIREMENTS

[X]    QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT
       OF 1934 for the quarterly period ended  June 30, 2006

                               Commission File No.


                              Maximum Awards, Inc.
                              --------------------
             (Exact name of registrant as specified in its charter)


       Nevada                                            86-0787790
       ------                                            ----------
(State of organization)                     (I.R.S. Employer Identification No.)


         Level 1, 164 Wharf Street, Brisbane, Queensland 4000, Australia
         ---------------------------------------------------------------
                    (Address of principal executive offices)

                                  61 738 312316
                                  -------------
               Registrant's telephone number, including area code




Check whether the issuer (1) filed all reports required to be file by Section 13
or 15(d) of the Exchange Act during the past 12 months and (2) has been subject
to such filing requirements for the past 90 days. Yes [X]

There are 32,451,900 shares of common stock and 1,000,000 series "A" preferred
stock outstanding, as of August 17, 2006.


<PAGE>


PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS












<PAGE>

                      MAXIMUM AWARDS, INC. AND SUBSIDIARIES

                    INTERIM CONSOLIDATED FINANCIAL STATEMENTS

                         SIX MONTHS ENDED JUNE 30, 2006
                                AND JUNE 30, 2005

                                    UNAUDITED






                                    CONTENTS

Report of Independent Registered Public Accounting Firm                        1

Interim Consolidated Balance Sheets                                            2

Interim Consolidated Statements of Operations and Comprehensive Loss           3

Interim Consolidated Statements of Cash Flows                                  4

Notes to Interim Consolidated Financial Statements                        5 - 19




<PAGE>


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Stockholders of
Maximum Awards, Inc. and Subsidiaries:

         We have reviewed the accompanying interim consolidated balance sheets
of Maximum Awards, Inc. (a Nevada corporation) and its subsidiaries, as of June
30, 2006 and the interim consolidated statements of operations and comprehensive
loss for the three months and six months periods ended June 30, 2006 and 2005,
and the interim consolidated statements of cash flows for the six month periods
ended June 30, 2006 and 2005. These interim consolidated financial statements
are the responsibility of the Company's management.

         We conducted our reviews in accordance with the standards of the Public
Company Accounting Oversight Board (United States). A review of interim
consolidated financial information consists principally of applying analytical
procedures and making inquiries of persons responsible for financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with the standards of the Public Company Accounting Oversight Board,
the objective of which is the expression of an opinion regarding the financial
statements taken as a whole. Accordingly, we do not express such an opinion.

         Based on our review, we are not aware of any material modifications
that should be made to the interim consolidated financial statements referred to
above for them to be in conformity with accounting principles generally accepted
in the United States.

         We have previously audited, in accordance with the standards of the
Public Company Accounting Oversight Board (United States), the consolidated
balance sheet of Maximum Awards, Inc. and Subsidiaries as at December 31, 2005
and 2004, and consolidated statements of operations and comprehensive loss,
stockholders' deficit, and cash flows for each of the two years in the year
ended December 31, 2005 [not presented herein], and in our report dated March
31, 2006 we expressed an unqualified opinion on those consolidated financial
statements. In our opinion, the information set forth in the accompanying
consolidated balance sheet as of December 31, 2005, is fairly stated, in all
material respects, in relation to the consolidated balance sheet from which it
has been derived.

         The accompanying interim consolidated financial statements have been
prepared assuming that the Company will continue as a going concern. As
discussed in Note 2 to the financial statements, the Company has experienced
operating losses since inception, has raised minimal capital and has no
long-term contracts related to its business plans. These factors raise
substantial doubt about the Company's ability to continue as a going concern.
Management's plans regarding these matters are also described in Note 2. The
consolidated financial statements do not include any adjustments that might
result from the outcome of this uncertainty.





Toronto, Canada                                    CHARTERED ACCOUNTANTS
August 13, 2006


                                       1
<PAGE>


MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Interim Consolidated Balance Sheets
June 30, 2006 and December 31, 2005
                                                         June 30         Dec 31
                                                            2006           2005
                                                     (Unaudited)      (Audited)
                                                     -----------    -----------

                                     ASSETS
Current
    Cash                                             $    40,091    $    42,206
    Accounts receivable                                   43,368         43,766
    Inventory                                              9,740         10,662
    Prepaid expenses                                      16,546          9,509
                                                     -----------    -----------

Total Current Assets                                     109,745        106,143

Furniture and Equipment (note 5)                          23,795         21,285
                                                     -----------    -----------

Total Assets                                         $   133,540    $   127,428
                                                     ===========    ===========


                                   LIABILITIES

Current
    Accounts payable and accrued charges             $   242,309    $   190,557
    Notes payable (note 6)                               257,255           --
    Liability for unredeemed points                       21,178         15,744
    Due to related party (note 7)                         50,583         39,000
    Advances from directors (note 8)                      88,819         82,362
                                                     -----------    -----------

Total Current Liabilities                                660,144        327,663
                                                     -----------    -----------

Total Liabilities                                        660,144        327,663
                                                     -----------    -----------

                              STOCKHOLDERS' DEFICIT

Capital Stock (note 9)                                    33,452         33,052

Additional Paid-In Capital                             1,186,451      1,106,850

Accumulated Other Comprehensive Loss                     (41,755)       (27,030)

Accumulated Deficit                                   (1,704,752)    (1,313,107)
                                                     -----------    -----------

Total Stockholders' Deficit                             (526,604)      (200,235)
                                                     -----------    -----------

Total Liabilities and Stockholders' Deficit          $   133,540    $   127,428
                                                     ===========    ===========


                (The accompanying notes are an integral part of
                these interim consolidated financial statements)

                                       2
<PAGE>
<TABLE>
<CAPTION>

MAXIMUM AWARDS INC.
Interim Consolidated Statements of Operations and Comprehensive Loss
Three Months and Six Months Periods Ended June 30, 2006 and June 30, 2005

                                               Three Months     Three Months      Six Months       Six Months
                                              June 30, 2006    June 30, 2005    June 30, 2006    June 30, 2005
                                              -------------    -------------    -------------    -------------
                                               (Unaudited)      (Unaudited)      (Unaudited)      (Unaudited)
<S>                                           <C>              <C>              <C>              <C>

Revenue                                             179,075           76,371          284,292          139,779

Cost of Sales                                        54,584           33,318          105,379           55,772
                                              -------------    -------------    -------------    -------------
Gross Profit                                        124,491           43,053          178,913           84,007

Expenditure
    General and administrative                      276,621          136,066          536,976          319,450
    Legal and professional fees                      14,840            4,366           24,840           20,000
    Amortization                                      1,577              996            2,896            1,959
                                              -------------    -------------    -------------    -------------
Total Expense                                       293,038          141,428          564,712          341,409

Operating Loss                                     (168,548)         (98,375)        (385,799)        (257,402)

Other (Expense)
    Interest                                          4,726              720            5,846            1,140
    Provision for income tax                           --               --               --               --

Net Loss                                           (173,273)         (99,095)        (391,645)        (258,542)
                                              -------------    -------------    -------------    -------------
    Foreign currency translation
     adjustment                                         489            2,546           (2,701)           1,457
Comprehensive Loss                                 (172,784)         (96,549)        (394,346)        (257,085)
                                              -------------    -------------    -------------    -------------

Basic and Fully Diluted
    Loss per share                            $        0.01    $        0.01    $        0.01    $        0.01

Basic and Fully Diluted
Weighted Average

    Number of shares outstanding during the
      period                                     32,451,900       25,529,400       32,393,107       25,528,150

</TABLE>

                (The accompanying notes are an integral part of
                these interim consolidated financial statements)

                                       3
<PAGE>

MAXIMUM AWARDS INC.
Interim Consolidated Statements of Cash Flows
Six Months Ended June 30, 2006 and June 30, 2005

                                                           2006           2005
                                                    (Unaudited)      (Audited)
                                                    -----------    -----------

Cash Flows from Operating Activities
    Net loss                                        $  (391,645)   $  (258,542)
    Adjustments to reconcile net loss to net cash
       used in operating activities
       Amortization                                       2,896          1,959
       Accounts receivable                                  398          7,397
       Inventory                                            922            989
       Prepaid and sundry assets                         (7,037)        12,051
       Liability for unredeemed points                    5,434           (979)
       Accounts payable and accrued charges              63,336         74,254
                                                    -----------    -----------

    Net cash used in operating activities              (325,696)      (162,871)
                                                    -----------    -----------
Cash Flows from Investing Activities
       Purchase of equipment                             (5,406)        (7,980)
                                                    -----------    -----------

    Net cash used in investing activities                (5,406)        (7,980)
                                                    -----------    -----------
Cash Flows from Financing Activities
       Advances from directors                            6,457        125,737
       Proceeds from notes payable                      257,255         41,086
       Proceeds from issuance of capital stock           80,000          2,500
                                                    -----------    -----------

    Net cash provided by financing activities           343,712        169,323
                                                    -----------    -----------

Net Increase (Decrease) in Cash                          12,610         (1,528)

Foreign Exchange on Cash Balances                       (14,725)         1,457

Cash - beginning of period                               42,206         15,889
                                                    -----------    -----------

Cash - end of period                                $    40,091    $    15,818
                                                    ===========    ===========


Cash                                                $    40,091    $    15,068

Cash Held in Escrow                                        --              750
                                                    -----------    -----------

Total Cash                                          $    40,091    $    15,818
                                                    -----------    -----------


                (The accompanying notes are an integral part of
                these interim consolidated financial statements)

                                       4
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


1.    Operations and Business

      Maximum Awards, Inc, formerly known as Rising Fortune Incorporated (the
      "Company"), was incorporated in the State of Nevada on March 7, 1995. The
      Company was inactive between 1996 and 2000. In 2000, the Company entered
      into an agreement to distribute product. However, the agreement never
      materialized and the Company continued to remain inactive until November
      18, 2003. On November 19, 2003, the Company amended its Articles of
      Incorporation to change its name to Maximum Awards, Inc.

      On December 9, 2003, the Company entered into a definitive Share Exchange
      Agreement (the "Agreement") with Maximum Awards (Pty) Ltd., an Australian
      corporation operating a consumer rewards program, whereby the Company
      acquired all of the issued and outstanding shares of the Subsidiary in
      exchange for 22,000,000 common shares and 1,000,000 Series "A" preferred
      shares of the Company in a reverse merger transaction. The Series "A"
      preferred shares are non-participating, but each share is entitled to 50
      votes in a general meeting. In addition, the Company issued 2,200,000
      common shares as a finder's fee for assistance in the acquisition of the
      Subsidiary. As a result of the Agreement, the principal shareholder of
      Maximum Awards (Pty) Ltd. controls 96% of the Company. While the Company
      is the legal parent, as a result of the reverse takeover, Maximum Awards
      (Pty) Ltd. became the parent company for accounting purposes.

      On June 1, 2004, the Company acquired 100% of the issued and outstanding
      share capital of both Global Business Group Australia (Pty) Ltd. ("Global
      Business") and Travel Easy Holidays (Pty) Ltd. ("Travel Easy") from the
      directors of the respective companies for $1.00. Global Business and
      Travel Easy are controlled by the same shareholder who controls the
      Company and Maximum Awards (Pty) Ltd. As such, this transfer of equity
      interests between common controlled entities is accounted for as a
      recapitalization of the Company with the net assets of Maximum Awards
      (Pty) Ltd. and the Company brought forward at their historical basis.

      The Company operates a loyalty and rewards program known as Maximum
      Awards. Under this program, consumers earn points by purchasing products
      and services from a range offered by the Company's subsidiaries, Global
      Business and Travel Easy, or program partners. Accumulated points then can
      be redeemed to acquire additional desired products or services from the
      same list of such items offered by the Company's subsidiaries.

      The Company's subsidiary, Global Business, maintains a catalogue of
      available goods and services which a member can purchase, or acquire
      through the redemption of points. Travel Easy is a licensed travel agency
      which services the public and also allows members to purchase travel
      services or redeem points for airline tickets or travel packages.



                                       5
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


2.    Going Concern

      These financial statements have been prepared in accordance with
      accounting principles generally accepted in the United States of America
      with the assumption that the Company will be able to realize its assets
      and discharge its liabilities in the normal course of business.

      The Company has sustained operating losses since inception, has raised
      minimal capital and has no long-term contracts related to its business
      plans. The Company's continuation as a going concern is uncertain and
      dependant on successfully bringing its services to market, achieving
      future profitable operations and obtaining additional sources of financing
      to sustain its operations. In the event the Company cannot obtain the
      necessary funds, it will be necessary to delay, curtail or cancel the
      further development of its products and services. Though the business plan
      indicates profitable operation in the coming year, these profits are
      contingent on completing and fulfilling contracts with various providers
      of goods and services throughout the world to provide the Company with a
      cashflow to sustain operations.

      The financial statements do not include any adjustments to reflect the
      possible future effects on the recoverability and classification of assets
      or the amounts and classification of liabilities that may result from the
      possible inability of the Company to continue as a going concern.


3.    Summary of Significant Accounting Policies

      a)    Basis of Financial Statement Presentation

            These financial statements have been prepared in conformity with
            accounting principles generally accepted in the United States of
            America, under the accrual method of accounting, with the assumption
            that the Company will be able to realize its assets and discharge
            its liabilities in the normal course of business.

            The accompanying unaudited condensed consolidated financial
            statements have been prepared in accordance with accounting
            principles generally accepted in the United States of America for
            interim financial information and with the instructions to Form
            10-QSB. Accordingly, they do not include all of the information and
            footnotes required by accounting principles generally accepted in
            the United States of America for complete financial statements. In
            the opinion of management, all adjustments (consisting of normal
            recurring accruals) considered necessary for a fair presentation
            have been included. Interim results are not necessarily indicative
            of the results that may be expected for a full year. These financial
            statements should be read in conjunction with the audited
            consolidated financial statements and notes thereto included in the
            Company's Annual Report to Stockholders on Form 10-KSB for the
            fiscal year ended December 31, 2005, as filed with the Securities
            and Exchange Commission.


                                       6
<PAGE>


MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


3.    Summary of Significant Accounting Policies (cont'd)

      b)    Basis of Consolidation

            The reverse merger of the Company and Maximum Awards (Pty) Ltd. has
            been recorded as the recapitalization of the Company, with the net
            assets of Maximum Awards (Pty) Ltd. and the Company brought forward
            at their historical basis. The intention of the management of
            Maximum Awards (Pty) Ltd. was to acquire the Company as a shell
            company to be listed on the OTC Bulletin Board. Management does not
            intend to pursue the business of the Company. As such, accounting
            for the merger as the recapitalization of the Company is deemed
            appropriate.

            As mentioned in Note 1, these interim consolidated financial
            statements include the financial position and results of operations
            of Global Business and Travel Easy.

            The weighted average and total number of shares outstanding have
            been retroactively restated for each period to reflect the number of
            shares issued to shareholders of the subsidiary at acquisition.

      c)    Unit of Measurement

            The United States dollar is being used as the unit of measurement in
            the accompanying financial statements.

      d)    Use of Estimates

            In preparing the Company's consolidated financial statements,
            management is required to make estimates and assumptions that affect
            the reported amounts of assets and liabilities and the disclosures
            of contingent assets and liabilities at the dates of the financial
            statements, and the reported amounts of revenues and expenses during
            the reporting periods. Actual results could differ from those
            estimates.

      e)    Inventory

            Inventory consists of goods purchased for resale. Inventory is
            stated at the lower of cost (first-in, first-out method) or net
            realizable value.



                                       7
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


3.    Summary of Significant Accounting Policies (cont'd)

      f)    Revenue Recognition

            Consumer Reward Points Program

            The Company recognizes commission income from a participating vendor
            when the participating vendor commits to purchasing points from the
            Company and collectibility is reasonably assured.

            Travel Agency

            The Company earns commission revenues from ticket sales and reports
            this revenue in accordance with Emerging Issues Task Force ("EITF")
            Issue No.99-19, "Reporting Revenue Gross as a Principal versus Net
            as an Agent". The Company is an agent and not the primary obligor,
            and accordingly the amounts earned are determined using a fixed
            percentage, a fixed-payment schedule, or a combination of the two.

            Online Shopping

            The Company recognizes revenue from product sales or services
            rendered when the following four revenue recognition criteria are
            met: persuasive evidence of an arrangement exists, delivery has
            occurred or services have been rendered, the selling price is fixed
            or determinable, and collectibility is reasonably assured.
            Additionally, revenue arrangements with multiple deliverables are
            divided into separate units of accounting if the deliverables in the
            arrangement meets the following criteria:

            (1) the delivered item has value to the customer on a standalone
            basis;
            (2) there is objective and reliable evidence of the fair value of
            undelivered items; and
            (3) delivery of any undelivered item is probable.

            Product sales, net of promotional discounts, rebates, and return
            allowances, are recorded when the products are shipped and title
            passes to customers. Retail items sold to customers are made
            pursuant to a sales contract that provides for transfer of both
            title and risk of loss upon the Company's delivery to the carrier.
            The return policy allows customers to exchange product within 7
            days.


                                       8
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


3.    Summary of Significant Accounting Policies (cont'd)

      f)    Revenue Recognition (cont'd)

            Online Shopping (cont'd)

            The Company periodically provides incentive offers to it's customers
            to encourage purchases. Such offers include current discount offers,
            such as percentage discounts off current purchases, inducement
            offers, such as offers for future discounts subject to a minimum
            current purchase, and other similar offers. Current discount offers,
            when accepted by the customers, are treated as a reduction to the
            purchase price of the related transaction, while inducement offers,
            when accepted by the customers, are treated as a reduction to
            purchase price based on estimated future redemption rates.
            Redemption rates are estimated using the Company's historical
            experience for similar inducement offers. Current discount offers
            and inducement offers are presented as a net amount in "Net sales."

            Outbound shipping charges to customers are included in net sales.

      g)    Foreign Currency Translation

            The Company accounts for foreign currency translation pursuant to
            Statement of Financial Accounting Standards ("SFAS") No. 52,
            "Foreign Currency Translation". The Company's functional currency is
            the Australian dollar. All assets and liabilities are translated
            into U.S. dollars using the current exchange rate. Revenues and
            expenses are translated using the average exchange rates prevailing
            throughout the period. Translation adjustments are included in other
            comprehensive income (loss) for the period.

      h)    Fair Value of Financial Instruments

            The estimated fair value of financial instruments has been
            determined by the Company using available market information and
            valuation methodologies. Considerable judgment is required in
            estimating fair value. Accordingly, the estimates may not be
            indicative of the amounts the Company could realize in a current
            market exchange. At June 30, 2006, the carrying amounts of cash,
            accounts receivable, accounts payable, accrued charges, notes
            payable and advances from directors approximate their fair values
            due to the short-term maturities of these instruments.

      i)    Furniture and Equipment

            Furniture and equipment is stated at cost. Depreciation, based on
            the estimated useful lives of the assets, is provided using the
            undernoted annual rates and methods:

               Furniture and equipment        20%          Declining balance
               Computer software              20%          Declining balance


                                       9
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


3.    Summary of Significant Accounting Policies (cont'd)

      j)    Impairment of Long-Lived Assets

            In accordance with SFAS No. 144, "Accounting for the Impairment or
            Disposal of Long-Lived Assets", long-lived assets to be held and
            used are analyzed for impairment whenever events or changes in
            circumstances indicate that the related carrying amounts may not be
            recoverable. The Company evaluates at each balance sheet date
            whether events and circumstances have occurred that indicate
            possible impairment. If there are indications of impairment, the
            Company uses future undiscounted cash flows of the related asset or
            asset grouping over the remaining life in measuring whether the
            assets are recoverable. In the event such cash flows are not
            expected to be sufficient to recover the recorded asset values, the
            assets are written down to their estimated fair value. Long-lived
            assets to be disposed of are reported at the lower of carrying
            amount or fair value of asset less cost to sell. As described in
            Note 2, the long-lived assets have been valued on a going concern
            basis. However, substantial doubt exists as to the ability of the
            Company to continue as a going concern. If the Company ceases
            operations, the asset values may be materially impaired.

      k)    Income Taxes

            The Company accounts for income taxes pursuant to SFAS No. 109,
            "Accounting for Income Taxes". Deferred tax assets and liabilities
            are recorded for differences between the financial statement and tax
            basis of the assets and liabilities that will result in taxable or
            deductible amounts in the future based on enacted tax laws and rates
            applicable to the periods in which the differences are expected to
            affect taxable income. Valuation allowances are established when
            necessary to reduce deferred tax assets to the amount expected to be
            realized. Income tax expense is recorded for the amount of income
            tax payable or refundable for the period increased or decreased by
            the change in deferred tax assets and liabilities during the period.

      l)    Stock Based Compensation

            In accordance with SFAS No. 123 "Accounting for Stock-Based
            Compensation", the Company enters into transactions in which goods
            or services are the consideration received for the issuance of
            equity instruments. The value of these transactions are measured and
            accounted for, based on the fair value of the equity instrument
            issued or the value of the services, whichever is more reliably
            measurable. The services are expensed in the periods during which
            the services are rendered.


                                       10
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


3.    Summary of Significant Accounting Policies (cont'd)

      m)    Loss per Common Share

            The Company calculates net loss per share based on SFAS No. 128,
            "Earnings Per Share". Basic loss per share is computed by dividing
            the net loss attributable to the common stockholders by the weighted
            average number of common shares outstanding. Fully diluted loss per
            share is computed similar to basic loss per share except that the
            denominator is increased to include the number of additional common
            shares that would have been outstanding if the potential common
            shares had been issued and if the additional common shares were
            dilutive.

      n)    Comprehensive Income

            The Company adopted SFAS No. 130, "Reporting Comprehensive Income."
            SFAS No. 130 establishes standards for reporting and presentation of
            comprehensive income and its components in a full set of financial
            statements. Comprehensive income is presented in the statements of
            changes in stockholders' (deficit) equity, and consists of net loss
            and unrealized gains (losses) on available for sale marketable
            securities; foreign currency translation adjustments and changes in
            market value of future contracts that qualify as a hedge; and
            negative equity adjustments recognized in accordance with SFAS 87.
            SFAS No. 130 requires only additional disclosures in the financial
            statements and does not affect the Company's financial position or
            results of operations.

      o)    Concentration of Credit Risk

            SFAS No. 105, "Disclosure of Information About Financial Instruments
            with Off-Balance Sheet Risk and Financial Instruments with
            Concentration of Credit Risk", requires disclosure of any
            significant off-balance sheet risk and credit risk concentration.
            The Company does not have significant off-balance sheet risk or
            credit concentration. The Company maintains cash with major
            Australian financial institutions.

            The Company provides credit to its clients in the normal course of
            its operations. It carries out, on a continuing basis, credit checks
            on its clients and maintains provisions for contingent credit losses
            which, once they materialize, are consistent with management's
            forecasts.

            For other debts, the Company determines, on a continuing basis, the
            probable losses and sets up a provision for losses based on the
            estimated realizable value.

            Concentration of credit risk arises when a group of clients having a
            similar characteristic such that their ability to meet their
            obligations is expected to be affected similarly by changes in
            economic conditions. The Company does not have any significant risk
            with respect to a single client.


                                       11
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


3.    Summary of Significant Accounting Policies (cont'd)

      p)    Segment Reporting

            SFAS No. 131 "Disclosures about Segments of an Enterprise and
            Related Information" establishes standards for the manner in which
            public enterprises report segment information about operating
            segments. The Company has determined that its operations primarily
            involve three reportable segments based on the companies being
            consolidated: Maximum Awards, Inc. - a consumer rewards program;
            Travel Easy Holidays (Pty) Ltd. - a travel agency; and Global
            Business Group (Pty) Ltd. - an online shopping business.

      q)    Recent Accounting Pronouncements

            In July 2006 FASB issued Financial Accounting Standards
            Interpretation No. 48 ("FIN 48"), "Accounting for Uncertainty in
            Income Taxes". FIN 48 clarifies the accounting for uncertainty in
            income taxes recognized in an enterprises' financial statements in
            accordance with FASB Statement No. 109, "Accounting for Income
            Taxes". FIN 48 prescribes a recognition threshold and measurement
            attributable for the financial statement recognition and measurement
            of a tax position taken or expected to be taken in a tax return. FIN
            48 also provides guidance on derecognition, classification, interest
            and penalties, accounting in interim periods, disclosures and
            transitions. FIN 48 is effective for fiscal years beginning after
            December 15, 2006. The Company is currently reviewing the effect, if
            any, the proposed guidance will have on its financial position.

            In March 2006, the Financial Accounting Standards Board ("FASB")
            issued Statement 156, Accounting for Servicing of Financial Assets,
            which amends FAS 140, Accounting for Transfers and Servicing of
            Financial Assets and Extinguishments of Liabilities. In a
            significant change to current guidance, the Statement of Financial
            Accountant Standards ("SFAS") No. 156 permits an entity to choose
            either of the following subsequent measurement methods for each
            class of separately recognized servicing assets and servicing
            liabilities: (1) Amortization Method or (2) Fair Value Measurement
            Method. SFAS No. 156 is effective as of the beginning of an entity's
            first fiscal year that begins after September 15, 2006. The Company
            is currently reviewing the effect, if any, the proposed guidance
            will have on its financial statements.

            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 permits fair value of
            remeasurement for any hybrid financial instrument that contains an
            embedded derivative that otherwise would require bifurcation;
            clarifies which interest-only strips and principal-only strips are
            not subject to the requirements of SFAS No. 133, Accounting for
            Derivative Instruments and Hedging Activities; establishes a
            requirement to evaluate interests in securitized financial assets to
            identify interests that are freestanding derivatives or that are
            hybrid financial instruments that contain an embedded derivative
            requiring bifurcation; clarifies that concentrations of credit risk
            in the form of subordination are not embedded derivatives; and
            amended SFAS No. 140, Accounting for Transfers and Servicing of
            Financial Assets and Extinguishments of Liabilities, to eliminate
            the prohibition on a qualifying special-purpose entity from holding
            a derivative financial instrument that pertains to a beneficial
            interest other than another derivative financial instrument. SFAS
            No. 155 is effective for all financial instruments acquired, issued,
            or subject to a remeasurement (new basis) event occurring after the
            beginning of an entity's first fiscal year that begins after
            September 15, 2006. The Company is currently reviewing the effect,
            if any, the proposed guidance will have on its financial statements.


                                       12
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


3.    Summary of Significant Accounting Policies (cont'd)

      p)    Segment Reporting (cont'd)

            In December 2005, the Financial Accounting Standards Board ("FASB")
            issued SFAS No. 154, Accounting Changes and Error Corrections--a
            replacement of APB Opinion No. 20 and FASB Statement No. 3. This
            Statement replaces APB Opinion No. 20, Accounting Changes, and FASB
            Statement No. 3, Reporting Accounting Changes in Interim Financial
            Statements, and changes the requirements for the accounting for and
            reporting of a change in accounting principle. This Statement
            applies to all voluntary changes in accounting principle. It also
            applies to changes required by an accounting pronouncement in the
            unusual instance that the pronouncement does not include specific
            transition provisions. When a pronouncement includes specific
            transition provisions, those provisions should be followed. Opinion
            20 previously required that most voluntary changes in accounting
            principle be recognized by including in net income of the period of
            the change the cumulative effect of changing to the new accounting
            principle. This Statement requires retrospective application to
            prior periods' financial statements of changes in accounting
            principle, unless it is impracticable to determine either the
            period-specific effects or the cumulative effect of the change

            In July 2005, the FASB issued an exposure draft of a proposed
            interpretation, Accounting for Uncertain Tax Positions-an
            Interpretation of FASB Statement No. 109 ("SFAS No. 109"). This
            interpretation would apply to all open tax positions accounted for
            in accordance with SFAS No. 109, including those acquired in
            business combinations. It is a proposed asset recognition approach
            to apply a dual threshold for uncertain tax positions. The
            interpretation would allow the recognition of a tax benefit when it
            is probable that it could be sustained upon audit. The
            interpretation defines "probable" as it is defined in SFAS No. 5,
            "Accounting for Contingencies." FASB has not established an
            effective date for the interpretation. The Company is currently
            reviewing the effect, if any, the proposed guidance will have on its
            financial statements.

            In March 2005, the FASB issued FASB Staff Position ("FSP") No.
            46(R)-5, "Implicit Variable Interests under FASB Interpretation No.
            ("FIN") 46 (revised December 2003), Consolidation of Variable
            Interest Entities" ("FSP FIN 46R-5"). FSP FIN 46R-5 provides
            guidance for a reporting enterprise on whether it holds an implicit
            variable interest in Variable Interest Entities ("VIEs") or
            potential VIEs when specific conditions exist. This FSP is effective
            in the first period beginning after March 3, 2005 in accordance with
            the transition provisions of FIN 46 (Revised 2003), "Consolidation
            of Variable Interest Entities -- an Interpretation of Accounting
            Research Bulletin No. 51" ("FIN 46R"). The adoption of this standard
            is not expected to have a material impact on the Company's results
            of operations or financial position.


                                       13
<PAGE>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited



3.    Summary of Significant Accounting Policies (cont'd)

      p)    Segment Reporting (cont'd)

            In March 2005, the FASB issued Interpretation No. 47, "Accounting
            for Conditional Asset Retirement Obligations" ("FIN 47"), which will
            result in (a) more consistent recognition of liabilities relating to
            asset retirement obligations, (b) more information about expected
            future cash outflows associated with those obligations, and (c) more
            information about investments in long-lived assets because
            additional asset retirement costs will be recognized as part of the
            carrying amounts of the assets. FIN 47 clarifies that the term
            "conditional asset retirement obligation" as used in SFAS 143,
            "Accounting for Asset Retirement Obligations," refers to a legal
            obligation to perform an asset retirement activity in which the
            timing and/or method of settlement are conditional on a future event
            that may or may not be within the control of the entity. The
            obligation to perform the asset retirement activity is unconditional
            even though uncertainty exists about the timing and/or method of
            settlement. Uncertainty about the timing and/or method of settlement
            of a conditional asset retirement obligation should be factored into
            the measurement of the liability when sufficient information exists.
            FIN 47 also clarifies when an entity would have sufficient
            information to reasonably estimate the fair value of an asset
            retirement obligation. FIN 47 is effective no later than the end of
            fiscal years ending after December 15, 2005. Retrospective
            application of interim financial information is permitted but is not
            required. Early adoption of this interpretation is encouraged. As
            FIN 47 was recently issued, the Company has not determined whether
            the interpretation will have a significant effect on its financial
            position or results of operations.

4.    Consumer Reward Points Program

      The Company operated a consumer reward program, as described in Note 1,
      whereby, consumers earn points by purchasing goods and services with
      various vendors, whom are registered with the program. When a consumer
      purchases a good or service, the vendor remits a cash amount for the
      amount of points earned by the consumer to the Company. The Company no
      longer maintains an escrow account for funds collected.


                                       14
<PAGE>
<TABLE>
<CAPTION>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited



5.    Furniture and Equipment

                                                          June 30,                  December 31,
                                                              2006                          2005
                                                       Accumulated                   Accumulated
                                               Cost   Amortization           Cost   Amortization
                                       ------------   ------------   ------------   ------------
<S>                                    <C>            <C>            <C>            <C>

      Office furniture and equipment   $     28,857   $      9,512   $     23,147   $      6,521
      Computer software                       4,873            423          5,177            518
                                       ------------   ------------   ------------   ------------


                                       $     33,730   $      9,935   $     28,324   $      7,039
                                       ------------   ------------   ------------   ------------


      Net carrying amount                             $     23,795                  $     21,285
                                                      ------------                  ------------
</TABLE>


6.    Notes Payable

      The notes are interest bearing at 10% per annum. One of the notes
      amounting to $246,255 is secured by a floating charge over the Company's
      assets. The note is repayable on demand after January 31, 2007 and can be
      converted into common shares at $0.10 per share. The note amounting to
      $11,000 is interest free with no fixed date for repayment.


7.    Related Party Balances and Transactions

      Related party balances and transactions were transacted with directors of
      the Company and a related party. During the year, the Company paid
      salaries to two directors and a related party for management services
      incurred. Transactions were in the normal course of business and recorded
      at an exchange value established and agreed upon by the above mentioned
      parties.

      The related party balance of $50,583 is owed to a shareholder of the
      Company for accounting services provided. The amount is non interest
      bearing and due on demand.


                                       15
<PAGE>
<TABLE>
<CAPTION>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited



8.    Advances from Directors

                                                             June 30,   December 31,
                                                                 2006           2005
                                                         ------------   ------------
<S>                                                      <C>            <C>
      Notes payable to directors of the Company:
         Maxwell Thomas                                  $     77,390   $     42,336
         Michael Sullivan                                      11,429         40,026
                                                         ------------   ------------

                                                         $     88,819   $     82,362
                                                         ============   ============

      The notes are non-interest bearing, unsecured and have no specific terms
of repayment.


9.    Capital Stock

        Authorized

          10,000,000  preferred shares, Series "A", par value of $0.001 per
                      share, non- participating, voting rights of 50 votes
                      per share
         100,000,000  common shares, par value of $0.001 per share

                                                              June 30,   December 31,
                                                                 2006           2005
                                                         ------------   ------------
        Issued
           1,000,000  preferred shares, Series "A"
                       (December 31, 2005 - 1,000,000)   $      1,000   $      1,000
          32,451,900  common shares
                       (December 31, 2005 -32,051,900)         32,452         32,052
                                                         ------------   ------------

                                                         $     33,452   $     33,052
                                                         ============   ============
</TABLE>

      The following transactions occurred during 2005 and 2006:

      a) On June 21, 2005 the Company issued 5,000 common shares for a cash
         consideration of $2,500

      b) On October 10, 2005 the Company issued 1,500,000 common shares for a
         cash consideration of $150,000.

      c) On November 1, 2005 the Company issued 3,000,000 common shares for a
         cash consideration of $300,000 and 500,000 common shares for services
         rendered, valued at $50,000.

      d) On November 21, 2005 the Company issued 575,000 common shares for a
         cash consideration of $57,500.


                                       16
<PAGE>
<TABLE>
<CAPTION>

MAXIMUM AWARDS, INC. AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


9.    Capital Stock (cont'd)

      e) On November 30, 2005 the Company issued 345,000 common shares for a
         cash consideration of $34,500.

      f) On December 12, 2005 the Company issued 550,000 common shares for a
         cash consideration of $55,000.

      g) On December 21, 2005 the Company issued 50,000 common shares for a cash
         consideration of $5,000.

      h) On January 19, 2006 the Company issued 300,000 common shares for a cash
         consideration of $30,000

      i) On February 16, 2006 the Company issued 100,000 common shares for a
         cash consideration of $50,000


10.   Segmented Information
                                                   Qtr         Qtr      6 Mths      6 Mths
                                                  June        June        June        June
                                                  2006        2005        2006        2005
                                              --------    --------    --------    --------
<S>                                           <C>         <C>         <C>         <C>
      Revenues by Segment:

      Maximum Awards - rewards program             858       6,728       4,453       9,818
      Travel Easy - travel agency              122,312      32,315     173,855      67,928
      Global Business - online shopping         55,905      37,328     105,984      62,034
                                              --------    --------    --------    --------
      Consolidated revenues                    179,075      76,371     284,292     139,779
                                              ========    ========    ========    ========
      Operating Earnings (Loss) by Segment:
      Maximum Awards - rewards program        (213,937)    (77,639)   (384,939)   (223,905)
      Travel Easy - travel agency               51,583     (32,490)      3,224     (34,773)
      Global Business - online shopping        (10,919)     11,034      (9,930)        136
                                              --------    --------    --------    --------
      Consolidated operating loss             (173,273)    (99,095)   (391,645)   (258,542)
                                              ========    ========    ========    ========
      Total Assets by Segment:
      Maximum Awards - rewards program          33,471      30,739      33,471      30,739
      Travel Easy -Travel agency                63,275      81,262      63,275      81,262
      Global Business - online shopping         36,794      14,299      36,794      14,299
                                              --------    --------    --------    --------
      Total gross assets                       133,540     126,300     133,540     126,300
                                              ========    ========    ========    ========
      Total Liabilities by Segment
      Maximum Awards - rewards program         637,543     374,313     637,543     374,313
      Travel Easy -Travel agency                 4,347     117,008       4,347     117,008
      Global Business - online shopping          6,230      18,896       6,230      18,896
                                              --------    --------    --------    --------
      Total liabilities                        648,120     510,217     648,120     510,217
                                              ========    ========    ========    ========
</TABLE>

      Geographical information is not presented as the Company's consolidated
      operations are conducted in Australia.

      The Company does not earn any significant revenues from a single customer.


                                       17
<PAGE>


MAXIMUM AWARDS, INC.AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


11.   Income Taxes

      The Company accounts for income taxes pursuant to SFAS No. 109,
      "Accounting for Income Taxes". This Standard prescribes the use of the
      liability method whereby deferred tax asset and liability account balances
      are determined based on differences between financial reporting and tax
      bases of assets and liabilities and are measured using the enacted tax
      rates.

      Under SFAS No. 109 income taxes are recognized for the following: a)
      amount of tax payable for the current year, and b) deferred tax
      liabilities and assets for future tax consequences of events that have
      been recognized differently in the financial statements than for tax
      purposes.

      The Company's current income taxes are as follows:

                                                       Six Months    Six Months
                                                            Ended         Ended
                                                         June 30,      June 30,
                                                             2006          2005
                                                       ----------    ----------
      Expected Income tax recovery at
       statutory tax rate of 34%                       $ (133,159)   $  (69,649)
      Australian income taxes                                --           4,478
      Valuation allowance                                 133,159        69,649
                                                       ----------    ----------

      Current income taxes                             $     --      $    4,478
                                                       ==========    ==========

      The Company has deferred income tax assets as follows:

                                                          June 30,      June 30,
                                                             2006          2005
                                                       ----------    ----------
      Deferred income tax assets                       $  579,615    $  186,320
      Valuation allowance                                (579,615)     (186,320)
                                                       ----------    ----------

                                                       $     --      $     --
                                                       ==========    ==========




                                       18
<PAGE>

MAXIMUM AWARDS, INC.AND SUBSIDIARIES
Notes to Interim Consolidated Financial Statements
June 30, 2006
Unaudited


11.   Income Taxes (cont'd)

      As of June 30, 2006, the Company had a net operating loss carry forwards
      for income tax reporting purposes of approximately $1,704,000 that may be
      offset against future taxable income indefinitely. Current tax laws limit
      the amount of loss available to be offset against future taxable income
      when a substantial change in ownership occurs or a change in the nature of
      the business. Therefore, the amount available to offset future taxable
      income may be limited. No tax benefit has been reported in the financial
      statements, because the Company believes there is a 50% or greater chance
      the carry forwards will expire unused. Accordingly, the potential tax
      benefits of the loss carry forwards are offset by a valuation allowance of
      the same amount.


12.   Commitments and Contingencies

      The Company is committed to a lease obligation expiring in December 2006.
      Future minimum payments (exclusive of taxes, insurance and maintenance
      costs) under these leases are $14,502.


13.   Supplemental Disclosure of Cash Flow Information

                                                    Six Months       Six months
                                                         Ended            Ended
                                                       June 30         June, 30
                                                          2006             2005
                                                    ----------       ----------
       Cash paid during the period for:

       Interest paid                                $       --       $       --
       Income taxes paid                                    --               --


14.   Comparative Information

      Certain of the prior year balances have been reclassified to conform with
      the current year's financial statement presentation.



                                       19
<PAGE>

ITEM 2.  MANAGAMENT DISCUSSION AND ANALYSIS


      The company was incorporated on March 7, 1995 under the name Rising
Fortune Incorporated.

      On December 9, 2003, the company acquired 100% of the outstanding shares
of Maximum Awards Pty Ltd., an Australian company engaged in the business of
operating a consumer rewards program known as Maximum Awards. Under the Maximum
Awards program, consumers earn points by purchasing products and services
offered by the company and its program partners. Accumulated points then can be
redeemed in order to acquire additional desired products or services from the
same list of such items offered by the company. The company operates its program
in Australia and has done so since October 2002. In anticipation of this
transaction the company's articles of incorporation were amended on November 19,
2003 to change the name of the company to Maximum Awards, Inc.

      The acquisition of Maximum Awards Pty Ltd resulted in a change of control
of the company and was accounted for as a recapitalization of Maximum Awards Pty
Limited. The business of Maximum Awards Pty Ltd is now the business of the
company.

      On June 1, 2004, the company acquired 100% of the issued and outstanding
shares of Travel Easy Holidays Pty Ltd ("Travel Easy") and Global Business Group
Pty Ltd ("Global Business"). These corporations are involved in the travel
industry and mail order industries and were acquired to add to the company's
rewards program operations by providing an in-house travel agency and a consumer
products retailer.

      Travel Easy is an Australian proprietary limited corporation. Travel Easy
was organized under the law of the Province of Queensland, Australia on July 19,
2002. Travel Easy is engaged in the business of providing travel agent services
and its operations are located in the company's offices in Brisbane, Queensland,
Australia. Prior June 1, 2004, Travel Easy was owned by Maxwell Thomas, the
company's chief executive officer, and Michael Sullivan, a director of the
company. Mr. Thomas owned 60% of Travel Easy and Mr. Sullivan owned 40%. Under
terms of the acquisition agreement between the company and Mr. Thomas, the
company acquired Travel Easy for $1.00 Australian. Travel Easy now is a
wholly-owned subsidiary of the company.

      Global Business also is an Australian proprietary limited corporation.
Global Business was organized under the law of the Province of Queensland,
Australia in June 2003. Global Business does business under the name Easy
Shopper Direct and is engaged in the business of selling consumer goods on-line
and through published catalogs and its operations are located in the company's
offices in Brisbane, Queensland, Australia. Prior to June 1, 2004, Global
Business was owned by Maxwell Thomas, the company's chief executive officer, and
Michael Sullivan, a director of the company. Mr. Thomas owned 60% of Global
Business and Mr. Sullivan owned 40%. Under terms of the acquisition agreement
between the company and Mr. Thomas, the company acquired Global Business for
$1.00 Australian. Global Business now is a wholly-owned subsidiary of the
company.

      Because both Travel Easy and Global Business were acquisitions under
common control, the financial statements have been prepared by including the
accounts of both Travel Easy and Global Business and have been accounted as a
business combination with the net assets of Maximum Awards (Pty) Ltd. and the
Company brought forward at their historical basis. . The financial statements,
including the comparatives, reflect the accounts of Maximum Awards, Travel Easy
and Global Business.

                                       20
<PAGE>

Results for the three months ended June 30, 2006.

      Revenues for the three months ended June 30, 2006 increased by $102,704
from $76,371 for the three months ended June 30, 2005 to $179,075 for the three
months ended June 30, 2006. The increase was due to an increase in travel income
of $89,997 and an increase in online shopping of $18,577 offset by a decrease in
reward program income of $5,870. The increase in travel and online shopping
income was a result of an increase in credit card sales under the to HSBC and
the Commonwealth Bank of Australia contracts. The decrease in awards income was
a result of limited advertising and promotion during the quarter.

      Cost of sales decreased from 43.6% of sales for the three months ended
June 30, 2005 to 30.5% of sales for the three months ended June 30, 2006. Gross
profit increased by $81,438 from $43,053 for the three months ended June 30,
2005 to $124,491 for the three months ended June 30, 2006. The improved gross
profit was mainly due to an improvement in travel commission income which has
limited cost of sales expense, and has resulted in an improved gross margin.

      Overhead costs for the quarter increased by $151,610 from $141,428 for the
quarter June 30, 2005 to $293,038 for the quarter ended June 30, 2006. General
and administration costs increased by $45,262 due to the use of contract
consultants in Easy travel, legal and professional fees increased by $10,474 due
to company filing costs, advertising costs increased by $25,053 due to bank
contract advertising, salaries increased by $78,103 due to a new COO and
additional directors salaries and premises costs reduced by $5,863 due to rent
reduction. Amortisation increased by $581.

      Interest expense increased by $4006 from $720 for the quarter ended June
2005 to $4,726 for the quarter ended June 2006. The increase was due to an
increase in notes payable.

      We incurred a net loss of $173,273 or $(0.01) per share based on
32,451,900 weighted average shares outstanding for the quarter ended June 30
2006 compared to a loss of $99,095 or $(0.01) per share based on 25,529,400
weighted average shares outstanding for the quarter ended June 30,2005.

Results for the six months ended June 30, 2005.

      Revenues for the six months ended June 30, 2006 increased by $144,513 from
$139,779 for the six months ended June 30, 2005 to $284,292 for the six months
ended June 30, 2006. The increase was due to a increase in travel income of
$105,928, an increase in online shopping income of $43,950 and a decrease in
reward program income of $5,365. The increase in travel and online shopper
income was a result of the introduction of the HSBC and CBA cardholder
contracts, while the reduction in rewards income was a result in reduced
promotion activity due to financial limitations.

      Cost of sales decreased from 39.9% of sales for the six months ended June
30, 2005 to 37.2% of sales for the six months ended June 30, 2006. Gross profit
increased by $94,906 from $84,007 for the six months ended June 30, 2005 to
$178,913 for the six months ended June 30, 2006. The improved gross margin was
due to an increase in travel commissions which has a lower cost of sales
component.

      Overhead costs for the six months increased by $223,303 from $341,409 for
the six months ended June 30, 2005 to $564,712 for the six months ended June 30,
2006. General and administration costs increased by $87,606 mainly due to travel
expense developing the European market, Legal and professional fees increased by
$4,840 due to company filing costs, advertising costs increased by $29,433 due
to bank contracts, salaries increased by $111,045 mainly due to a new COO and
directors salaries increase, while premises costs reduced by $10,558 due to rent
reduction. Depreciation increased by $937 due to fixed assets additions.

                                       21
<PAGE>

Interest expense increased by $4,706 due to an increase in notes payable.

      We incurred a net loss of $391,645 or $(0.01) per share based on
32,393,107 weighted average shares outstanding for the six months ended June 30,
2006 compared to a loss of $258,542 or $(0.01) per share based on 25,528,150
weighted average shares outstanding for the six months ended June 30,2005.

      Through the six months ended June 30, 2006 we have relied on advances of
approximately $257,255 from our principal note holders, trade payables of
approximately $63,336, proceeds of $80,000 from the sale of common stock to
support our operations. As of `June 30, 2006, the Company had approximately
$40,091 of its own cash and cash equivalents. We plan to seek additional equity
or debt financing of up to $3 million which we plan to use to use for working
capital and to implement a marketing program to increase awareness of our
business and to expand our operations into the US market.


LIQUIDITY AND CAPITAL RESERVES

      The Company has operated its loyalty and rewards program in Australia
since October 2002 and intends to expand its program and operate it in Europe in
2006. The company anticipates that this expansion will be funded principally
through the issuance of equity or debt securities or by entering into other
financial arrangements, including relationships with corporate and other
partners, in order to raise additional capital. Depending upon market
conditions, the company may not be successful in raising sufficient additional
capital for it to achieve its business objectives. In such event, the business,
prospects, financial condition, and results of operations could be materially
adversely affected.

      Initial expenses for the company will include acquiring a suitable travel
agency, leasing suitable facilities in Europe; purchasing or leasing sufficient
operating equipment, primarily computers and phone systems; hiring sufficient
staff for the company's European operations; and, producing sufficient
promotional materials.

      There is no guarantee that the company will be successful in expanding its
operations to non-Australian markets or that if it does that its marketing and
sales endeavors outside Australia will be successful.

      The company's operation in Brisbane, Queensland, Australia currently
employs approximately 9 people. The number of employees in Australia may
increase through 2006 if the company is able to increase its operations and
expand its customer base. If the company is successful in raising capital, the
company plans to spend an additional $200,000 during the next 12 months in
expanding its Australian customer base, establishing new merchants and expanding
its product base. Specifically, such spending shall include advertising in
media, both print and electronic, direct mail marketing and consumer member
promotions.

      If the Company is successful in raising capital, the company plans to
enter the European market in 2006, using the same technology and format as that
used in Australia. The Company plans to set up an office and call center in the
United Kingdom, and plans to duplicate the structure already in place in
Australia. Initial expenses for the European operations will include acquiring a
travel agency in the United Kingdom,; purchasing or leasing sufficient operating
equipment, primarily computers and phone systems; hiring sufficient staff for
the Company's European operations; and producing sufficient promotional
materials. The Company has budgeted to spend $1.0 million dollars in developing
the European market.

                                       22
<PAGE>

      In order to meet its cash requirements for the next twelve months, the
Company plans to raise capital through private placements and through working
capital generated from operations.

      There is no guarantee that the Company will be successful in its attempt
to raise capital sufficient to meet its cash requirements for the next twelve
months. If the company is not successful in its effort to raise sufficient
capital to meet its cash requirements, the business will fail and the company
will cease to do business.


ITEM 3. CONTROLS AND PROCEDURES.

(a) Disclosure controls and procedures . Within 90 days before filing this
report, the Company evaluated the effectiveness of the design and operation of
its disclosure controls and procedures. The Company's disclosure controls and
procedures are the controls and other procedures that it designed to ensure that
it records, processes, summarizes and reports in a timely manner the information
it must disclose in reports that it files with or submits to the Securities and
Exchange Commission. Maxwell Thomas, the Company's Chief Executive Officer and
Michael Sullivan, its Chief Financial Officer, supervised and participated in
this evaluation. Based on this evaluation, Messrs. Thomas and Sullivan concluded
that, as of the date of their evaluation, the Company's disclosure controls and
procedures were effective. (b) Internal controls. Since the date of the
evaluation described above, there have not been any significant changes in the
Company's internal accounting controls or in other factors that could
significantly affect those controls.


                           PART II - OTHER INFORMATION

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS

None


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.

(a) Exhibits: Exhibits required to be attached by Item 601 of Regulation S-B are
listed below:

31.1  Certification of Maxwell Thomas pursuant to Section 302 of the
      Sarbanes-Oxley Act of 2002.

32.1  Certification of Maxwell Thomas pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.


(b) Reports on Form 8-K: No reports on Form 8-K were filed during the period
covered by this Form 10Q-SB.



                                       23
<PAGE>


                                   SIGNATURES

         In accordance with the requirements of the Exchange Act, the registrant
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized, this 17th day of August, 2006.

                                                  Maximum Awards Inc

                                                  /s/ Maxwell Thomas
                                                  ------------------------------
                                                  Maxwell Thomas
                                                  Chief Executive Officer and
                                                  Chief Financial Officer














                                       24