**UNITED
      STATES SECURITIES AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**




**FORM
      10-Q**


**(Mark
      One)**




**x**
            **Quarterly
                Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934.**




**For
      the quarterly period ended September 30, 2006.**


**or**




**ྑ**
            **Transition
                Report Pursuant to Section 13 or 15(d) of the Securities Exchange
                Act of
                1934.**




**For
      the transition period from ______to______.**




**Commission
      file number 000-16734**




**ADVANTAGE
      CAPITAL DEVELOPMENT CORP.**


(Exact
      name of registrant as specified in its charter)


**Nevada**
            **87-0217252**(State
                or other jurisdiction of
            (I.R.S.
                Employer Identification No.)incorporation
                or organization)






**19066
                N.E. 29th Avenue,**
              **Aventura,
                Florida**
            **33180**(Address
                of principal executive offices)
            (Zip
                Code)




**(305)
      749-1186**


(Registrant’s
      telephone number, including area code)




(Former
      name, former address and former fiscal year, if changed since last
      report)




Check
      whether the issuer (1) has filed all reports required to be filed by Section
      13
      or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter
      period that the issuer was required to file such reports), and (2) has been
      subject to such filing requirements for the past 90 days. Yes ࿠
No࿠




Indicate
      by check mark whether the registrant is an accelerated filer (as defined in
      Rule
      12b-2 of the Exchange Act). Yes ྑ Noྈ




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




State
      the
      number of shares outstanding of each of the issuer’s classes of common equity:
      as of November 15, 2006, 19,900,090 shares of common stock, and 8,171,510 shares
      of preferred stock.


































**ADVANTAGE
      CAPITAL DEVELOPMENT CORP.**




**FINANCIAL
      STATEMENTS**






**INDEX**





**PART
      I-- FINANCIAL INFORMATION**





Item
                  1.
              Financial
                  Statements
              1Item
                  2.
              Management’s
                  Discussion and Analysis of Financial Condition
              16Item
                  3.
              Quantitative
                  and Qualitative Disclosures About Market Risk
              25Item
                  4.
              Control
                  and Procedures
              25
  **PART
        II-- OTHER INFORMATION**
  Item
                  1.
              Legal
                  Proceedings
              26Item
                  2.
              Changes
                  in Securities
              26Item
                  3.
              Defaults
                  Upon Senior Securities
              27Item
                  4.
              Submission
                  of Matters to a Vote of Security Holders
              27Item
                  5.
              Other
                  Information
              27Item
                  6.
              Exhibits
                  and Reports on Form 8-K
              27


**SIGNATURE**





**Item
      1. Financial Information**




BASIS
      OF
      PRESENTATION




The
      accompanying reviewed financial statements are presented in accordance with
      generally accepted accounting principles for interim financial information
      and
      the instructions to Form 10-Q and item 310 under subpart A of Regulation S-B.
      Accordingly, they do not include all of the information and footnotes required
      by generally accepted accounting principles for complete financial statements.
      In the opinion of management, all adjustments (consisting only of normal
      occurring accruals) considered necessary in order to make the financial
      statements not misleading, have been included. Operating results for the three
      and six months ended September 30, 2006 are not necessarily indicative of
      results that may be expected for the year ending March 31, 2007. The financial
      statements are presented on the accrual basis.


1





ADVANTAGE
                  CAPITAL DEVELOPMENT CORPStatement
                  of Net AssetsSeptember
                  30,
              
              March
                  31,2006
              
              2006(Unaudited)ASSETS:Loans
                  and investments in portfolio securitiesat market or fair value:Affiliate
                  companies (cost of $1,210,372 and $1,605,033,
                  respectively)
              
              $
              1,210,372
              
              $
              1,674,515Cash
              
              
              11,212
              
              
              114,726Interest
                  receivable
              
              
              268,892
              
              
              279,930Prepaid
                  expenses
              
              
              15,202
              
              
              18,825Total
                  Assets
              
              
              1,505,678
              
              
              2,087,996LIABILITIES:Accounts
                  payable
              
              
              53,551
              
              
              55,672Accrued
                  expenses
              
              
              727,150
              
              
              531,470Accrued
                  judgment
              
              
              7,796,147
              
              
              7,796,147Total
                  Liabilities
              
              
              8,576,848
              
              
              8,383,289NET
                  ASSETSPreferred
                  stock, $.001 par value; 100,000,000 authorized,8,171,510
                  and 14,231,510 issued and outstanding, respectively
              
              
              817,151
              
              
              1,423,151Common
                  stock, $.001 par value; 5,000,000,000shares authorized, 19,900,090 shares and 19,900,090issued and outstanding, respectively
              
              
              19,900
              
              
              19,900Additional
                  paid-in capital
              
              
              13,177,762
              
              
              13,177,763Accumulated
                  deficit
              
              
              (21,085,984
              )
              
              (20,916,107
              )Net
                  Assets
              
              $
              (7,071,170
              )
              $
              (6,295,293
              )Net
                  assets per share
              
              $
              (0.36
              )
              $
              (0.32
              )






See
        notes
        to unaudited financial statements






2




ADVANTAGE
                  CAPITAL DEVELOPMENT CORPSTATEMENTS
                  OF OPERATIONS(Unaudited)For
                  the three months ended
              
              For
                  the six months endedSeptember
                  30,
              
              September
                  30,2006
              
              2005
              
              2006
              
              2005REVENUES:Capital
                  raising fees
              
              $
              3,000
              
              $
              10,635
              
              $
              8,000
              
              $
              10,635Factoring
                  fees
              
              
              
              
              
              6,089
              
              
              -
              
              
              6,089Interest
                  income
              
              
              49,690
              
              
              89,801
              
              
              96,972
              
              
              143,039Total
                  Revenue
              
              
              52,690
              
              
              106,525
              
              
              104,972
              
              
              159,763COST
                  AND EXPENSES:General
                  and administrative
              
              
              11,444
              
              
              27,674
              
              
              24,566
              
              
              50,901Consulting
              
              
              4,665
              
              
              42,350
              
              
              8,843
              
              
              802,000Salaries
              
              
              25,000
              
              
              38,758
              
              
              47,500
              
              
              63,758Legal
                  and professional
              
              
              6,195
              
              
              48,009
              
              
              12,663
              
              
              98,829Management
                  fees
              
              
              22,500
              
              
              22,500
              
              
              45,000
              
              
              45,000Interest
                  expense
              
              
              26,775
              
              
              13,137
              
              
              63,243
              
              
              35,637Penalties
              
              
              60,000
              
              
              60,000
              
              
              120,000
              
              
              120,000Total
                  operating expenses
              
              
              156,579
              
              
              252,428
              
              
              321,815
              
              
              1,216,125(103,889
              )
              
              (145,903
              )
              
              (216,843
              )
              
              (1,056,362
              )Net
                  unrealized loss on Investment transactions
              
              
              (21,731
              )
              
              -
              
              
              (28,517
              )
              
              -Net
                  realized appreciation on Investment transactions
              
              
              73,784
              
              
              -
              
              
              75,482
              
              
              16,775Net
                  (decrease) in net assets resulting from operations
              
              $
              (51,836
              )
              $
              (145,903
              )
              $
              (169,878
              )
              $
              (1,039,587
              )WEIGHTED
                  AVERAGE NUMBER OF COMMONSHARES
                  OUTSTANDING - basic and diluted
              
              
              19,900,090
              
              
              13,065,792
              
              
              19,900,090
              
              
              13,065,792NET
                  LOSS PER SHARE - basic and diluted after
              
              $
              (0.00
              )
              $
              (0.01
              )
              $
              (0.01
              )
              $
              (0.08
              )
 See
          notes
          to unaudited financial statements




3




ADVANTAGE
                  CAPITAL DEVELOPMENT CORPSchedule
                  of InvestmentsBalance
                  March 31, 2006(Audited)Company
              
              Description
                  of Business
              
              Percentage
                    ofInvestments
              
              Cost
              
              FairMarket
                  value
              
              AffiliationInvestments
                  equal 80% of net assetsDebtGlobal
                  IT Holdings
              
              
              IT
                  Staffing
              
              
              30
              %
              $
              491,300
              
              $
              491,300
              
              
              NoneCollege
                  Partners
              
              
              Education
              
              
              2
              %
              
              40,000
              
              
              40,000
              
              
              NoneCinema
                  Ride, Inc.
              
              
              Entertainment
              
              
              30
              %
              
              505,000
              
              
              505,000
              
              
              NoneAmericana
                  Publishing
              
              
              Books
              
              
              1
              %
              
              9,868
              
              
              21,867
              
              
              NoneGlobal
                  Imports
              
              
              Domestic
                  goods
              
              
              6
              %
              
              100,000
              
              
              100,000
              
              
              NoneCES
                  International, Inc
              
              
              Software
              
              
              2
              %
              
              41,621
              
              
              41,621
              
              
              NonePrayer
                  Haute Couture, Inc.
              
              
              Garment
                  design
              
              
              1
              %
              
              16,000
              
              
              16,000
              
              
              NoneColmena
                  Corp
              
              
              Software
              
              
              24
              %
              
              400,000
              
              
              400,000
              
              
              None96
              %
              
              1,603,789
              
              
              1,615,788EquityAmericana
                  Publishing
              
              
              Books
              
              
              1
              %
              
              1,244
              
              
              8,481
              
              
              NoneGlobal
                  IT Holdings
              
              
              IT
                  Staffing
              
              
              3
              %
              
              -
              
              
              50,246
              
              
              None4
              %
              
              1,244
              
              
              58,727100
              %
              $
              1,605,033
              
              $
              1,674,515Balance
                  September 30, 2006(Unaudited)Percentage
                  of
              
              
              
              
              
              
              
              
              
              
              
              FairCompany
              
              
              Description
                  of Business
              
              
              Investments
              
              
              Cost
              
              
              Market
                  value
              
              
              AffiliationInvestments
                  equal 69% of net assetsDebtGlobal
                  IT Holdings
              
              
              IT
                  Staffing
              
              
              42
              %
              $
              491,300
              
              $
              491,300
              
              
              NoneCollege
                  Partners
              
              
              Education
              
              
              3
              %
              
              40,000
              
              
              40,000
              
              
              NoneAmericana
                  Publishing
              
              
              Books
              
              
              1
              %
              
              16,867
              
              
              16,867
              
              
              NoneGlobal
                  Imports
              
              
              Domestic
                  goods
              
              
              8
              %
              
              100,000
              
              
              100,000
              
              
              NoneCES
                  International, Inc
              
              
              Software
              
              
              5
              %
              
              64,621
              
              
              64,621
              
              
              NonePrayer
                  Haute Couture, Inc.
              
              
              Garment
                  design
              
              
              1
              %
              
              16,000
              
              
              16,000
              
              
              NoneFull
                  Circle Media
              
              
              Media
              
              
              4
              %
              
              50,000
              
              
              50,000Colmena
                  Corp
              
              
              Software
              
              
              31
              %
              
              375,000
              
              
              375,000
              
              
              None95
              %
              
              1,153,788
              
              
              1,153,788EquityAmericana
                  Publishing
              
              
              Books
              
              
              0
              %
              
              2,678
              
              
              4,513
              
              
              NoneColmena
                  Corp
              
              
              Software
              
              
              2
              %
              
              25,000
              
              
              21,848
              
              
              NoneGlobal
                  IT Holdings
              
              
              IT
                  Staffing
              
              
              3
              %
              
              -
              
              
              30,223
              
              
              None5
              %
              
              27,678
              
              
              56,584100
              %
              $
              1,181,466
              
              $
              1,210,372




See
        notes
        to unaudited financial statements






4




ADVANTAGE
                  CAPITAL DEVELOPMENT CORP.STATEMENT
                  OF CHANGES IN NET ASSETS(Unaudited)For
                  the Six Months EndedSeptember
                  30,2006
              
              2005Decrease
                  in net assets from operationsInvestment
                  loss - net
              
              $
              (216,843
              )
              $
              (1,056,362
              )Net
                  change is unrealized appreciation of investments
              
              
              (28,517
              )
              
              356,767Net
                  change is realized appreciation of investments
              
              
              75,483
              
              
              16,775Net
                  decrease in net assets resultingfrom
                  operations
              
              
              (169,877
              )
              
              (682,820
              )Capital
                  Share Transactions
              
              
              (606,000
              )
              
              949,500Total
                  Increase
                  (decrease)
              
              
              (775,877
              )
              
              266,680Balance
                    --Beginning of period
              
              
              (6,295,294
              )
              
              2,142,840Balance
                    --End of period
              
              $
              (7,071,171
              )
              $
              2,409,520






See
      notes to unaudited financial statements






5




**ADVANTAGE
      CAPITAL DEVELOPMENT CORP.**


**NOTES
      TO UNAUDITED FINANCIAL STATEMENTS**


**September
      30, 2006**




**1.
      BASIS OF PRESENTATION**




Advantage
      Capital Development Corp. (“Advantage or the Company”) was incorporated as
      Justheim Petroleum Company in Nevada in 1952. C.E.C. Management Corp. was merged
      into Justheim Petroleum Company effective December 31, 1986, and was renamed
      C.E.C. Industries Corp. Prior to the merger, Justheim had historically engaged
      in the business of acquiring, holding and selling oil and gas leaseholds and
      retaining overriding royalty rights. C.E.C. Management Corp. primarily was
      in
      the business of engineering consulting and designing and marketing customized
      minerals processing systems and equipment.




On
      August
      12, 2004, the Company’s board of Directors voted to be regulated pursuant to
      Section 54 of the Investment Act. The decision to be regulated pursuant to
      Section 54 of the Investment Act was made primarily to better reflect
      Advantage’s anticipated future business and for developing relationships. As a
      business development company under Section 54 of the Investment Act, Advantage
      is required to invest a portion of its assets into developing companies.
      Advantage is focusing its investments in developing companies, but does not
      intend to limit its focus or its investments in any particular industry.
      Advantage intends to seek investments in companies that offer attractive
      investment opportunities.




On
      March
      6, 2006, the Company received written consents in lieu of a meeting of
      Stockholders from holders of 10,586,264 shares (representing approximately
      51.09% of the 20,719,699 issued and outstanding shares of the Company’s common
      stock as of the date hereof), approving and authorizing the withdrawal of the
      Company’s election to be treated as a Business Development Company (“BDC”) under
      the Investment Company Act of 1940 (the “Investment Company Act”); and on May 2,
      2006, the Board filed Withdrawal Notice with the Securities and Exchange
      Commission (the “SEC”) to withdraw the Company’s election to be treated as a
      BDC.




The
      accompanying financial statements have been prepared in accordance with
      generally accepted accounting principles for interim financial information
      and
      with instructions to Form 10-Q. Accordingly, they do not include all of the
      information and footnotes required by generally accepted accounting principles
      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. The results of operations for the three and
      six
      month period ended September 30, 2006 are not necessarily indicative of the
      results to be expected for the year ended March 31, 2007. The interim financial
      statements should be read in conjunction with the audited financial statements
      and notes, contained in the Company’s Annual Report on Form 10-K for the
      year-ended March 31, 2006.




The
      Company’s financial statements for the three and six months ended September 30,
      2006 have been prepared on a going concern basis which contemplates the
      realization of assets and settlement of liabilities and commitments in the
      normal course of business. Management recognizes that the Company’s continued
      existence is dependent upon its ability to obtain needed working capital through
      additional equity and/or debt financing and revenue to cover expenses as the
      Company continues to incur losses.




The
      Company presently does not have sufficient liquid assets to finance its
      anticipated funding needs and obligations. A judgment in the amount of
      approximately $8 million was levied against the Company in connection with
      events that occurred while the Company was controlled by prior management.
      All
      present assets are secured by the preferred shareholders. At this time, the
      Company does not have the ability to liquidate or satisfy the judgment.
      Management is actively seeking negotiations to settle the claim. This
      uncertainty leaves substantial doubt about the ability of the Company to
      continue as a going concern. The accompanying financial statements do not
      include any adjustments that might result from the outcome of this uncertainty
      should the Company not be able to continue as a going concern.









6






**2.
      SIGNIFICANT ACCOUNTING POLICIES**




Basis
      of
      Accounting




These
      financial statements are presented on the accrual method of accounting in
      accordance with generally accepted accounting principles. Significant accounting
      principles followed by the Company and the methods of applying those principles,
      which materially affect the determination of financial position and cash flows,
      are summarized below.




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





Cash
      and
      Cash Equivalents




The
      Company considers all highly liquid debt instruments and investments, purchased
      with an original maturity date of three months or less, to be cash
      equivalents.




Income
      Taxes




The
      Company accounts for income taxes under SFAS No. 109, which requires the asset
      and liability approach to accounting for income taxes. Under this method,
      deferred assets and liabilities are measured based on differences between
      financial reporting and tax bases of assets and liabilities measured using
      enacted tax rates and laws that are expected to be in effect when differences
      are expected to reverse.




The
      Company is currently taxed as a corporation under Subchapter C of the Internal
      Revenue Code. We intend to elect to be treated as a “regulated investment
      company” or “RIC” under Subchapter M of the Internal Revenue Code with the
      filing of our federal corporate income tax return for 2005, which election
      would
      be effective as of 2005. As a RIC, the Company generally will not have to pay
      corporate taxes on any income it distributes to its stockholders as dividends,
      which will allow us to reduce or eliminate our corporate-level tax
      liability.




Net
      earnings (loss) per share




Basic
      and
      diluted net loss per share information is presented under the requirements
      of
      SFAS No. 128, Earnings per Share. Basic net loss per share is computed by
      dividing net loss by the weighted average number of shares of common stock
      outstanding for the period, less shares subject to repurchase. Diluted net
      loss
      per share reflects the potential dilution of securities by adding other common
      stock equivalents, including stock options, shares subject to repurchase,
      warrants and convertible preferred stock, in the weighted-average number of
      common shares outstanding for a period, if dilutive. Potentially dilutive
      securities of 139,066,750 have been excluded from this computation, as their
      effect is anti-dilutive.











7





Stock
      Based Compensation




The
      Company issues shares of common stock to non-employees as stock based
      compensation. The Company accounts for the services using the fair market value
      of the services rendered. For the Six months ended September 30, 2006 and 2005
      the Company issued 0 and 3,475,000 shares of common stock and recorded
      compensation expense of $0 and $802,000, respectively, in connection with the
      issuance of these shares.




Fair
      Value of Financial Instruments




The
      carrying amount of cash and accounts payable are considered to be representative
      of their respective fair values because of the short-term nature of these
      financial instruments.




Revenue
      Recognition




Revenue
      is recognized in accordance with Securities and Exchange Commission Staff
      Accounting Bulletin No. 101 (“SAB 101”), “Revenue Recognition in Financial
      Statements.” Revenue is recognized only when the price is fixed or determinable,
      persuasive evidence of an arrangement exists, the service is performed and
      collectability is reasonably assured.




Investments




As
      required by ASR 118, the investment committee of the Company is required to
      assign a fair value to all investments. To comply with Section 2(a) (41) of
      the
      Investment Company Act and Rule 2a-4 under the Investment Company Act, it is
      incumbent upon the board of directors to satisfy themselves that all appropriate
      factors relevant to the value of securities for which market quotations are
      not
      readily available have been considered and to determine the method of arriving
      at the fair value of each such security. To the extent considered necessary,
      the
      board may appoint persons to assist them in the determination of such value,
      and
      to make the actual calculations pursuant to the board’s direction. The board
      must also, consistent with this responsibility, continuously review
      the




appropriateness
      of the method used in valuing each issue of security in the company’s portfolio.
      The directors must recognize their responsibilities in this matter and whenever
      technical assistance is requested from individuals who are not directors, the
      directors must carefully review the findings of such intervals in order to
      satisfy themselves that the resulting valuations are fair.




No
      single
      standard for determining “fair value...in good faith” can be laid down, since
      fair value depends upon the circumstances of each individual case. As a general
      principle, the current “fair value” of an issue of securities being valued by
      the board of directors would appear to be the amount which the owner might
      reasonably expect to receive for them upon their current sale. Methods, which
      are in accord with this principle, may, for example, be based on a multiple
      of
      earnings, or a discount from market of a similar freely traded security, or
      yield to maturity with respect to debt issues, or a combination of these and
      other methods. Some of the general factors, which the directors should consider
      in determining a valuation method for an individual issue of securities,
      include:




1)
            the
                fundamental analytical data relating to the investment,2)
            the
                nature and duration of restrictions on disposition of the securities,
                and3)
            an
                evaluation of the forces which influence the market in which these
                securities are purchased and sold. Among the more specific factors
                which
                are to be considered are: type of security, financial statements,
                cost at
                date of purchase, size of holding, discount from market value of
                unrestricted securities of the same class at time of purchase, special
                reports prepared by analysis, information as to any transactions
                or offers
                with respect to the security, existence of merger proposals or tender
                offers affecting the securities, price and extent of public trading
                in
                similar securities of the issuer or comparable companies, and other
                relevant matters.










8


The
      board
      has arrived at the following valuation method for its investments. Where there
      is not a readily available source for determining the market value of any
      investment, either because the investment is not publicly traded, or is thinly
      traded, and in absence of a recent appraisal, the value of the investment shall
      be based on the following criteria:





1.
            Total
                amount of the Company’s actual investment (“AI”). This amount shall
                include all loans, purchase price of securities, and fair value of
                securities given at the time of exchange.2.
            Total
                revenues for the preceding twelve months (“R”).3.
            Earnings
                before interest, taxes and depreciation (“EBITD”)4.
            Estimate
                of likely sale price of investment (“ESP”)5.
            Net
                assets of investment (“NA”)6.
            Likelihood
                of investment generating positive returns (going
                concern).




The
      estimated value of each investment shall be determined as follows:




o
            Where
                no or limited revenues or earnings are present, then the value shall
                be
                the greater of the investment’s a) net assets, b) estimated sales price,
                or c) total amount of actual investment.o
            Where
                revenues and/or earnings are present, then the value shall be the
                greater
                of one time (1x) revenues or three times (3x) earnings, plus the
                greater
                of the net assets of the investment or the total amount of the actual
                investment.o
            Under
                both scenarios, the value of the investment shall be adjusted down
                if
                there is a reasonable expectation that the Company will not be able
                to
                recoup the investment or if there is reasonable doubt about the
                investments ability to continue as a going concern.




Based
      on
      the previous methodology, the Company determined that the Company valued all
      its
      debt investments at cost and common stock at fair market value as of September
      30, 2006.





**3.
      RECENT ACCOUNTING PRONOUNCEMENTS**




New
      Financial Accounting Standards





In
      September 2006, the SEC issued Staff Accounting Bulletin (‘‘SAB’’) No. 108,
‘‘Considering the Effects of Prior Year Misstatements when Quantifying
      Misstatements in Current Year Financial Statements,’’ which provides
      interpretive guidance on the consideration of the effects of prior year
      misstatements in quantifying current year misstatements for the purpose of
      a
      materiality assessment. The SEC staff believes that registrants must quantify
      errors using both a balance sheet and income statement approach and evaluate
      whether either approach results in quantifying a misstatement that, when all
      relevant quantitative and qualitative factors are considered, is material.
      SAB
      No. 108 is effective for annual financial statements covering the first fiscal
      year ending after November 15, 2006, with earlier application encouraged for
      any
      interim period of the first fiscal year ending after November 15, 2006, filed
      after the publication of SAB No. 108 (September 13, 2006). The Company is
      currently evaluating the impact that SAB No. 108 could have on its results
      of
      operations or financial condition.





In
      September 2006, the Financial Accounting Standards Board (“FASB”) issued SFAS
      No. 158, “Employers’ Accounting for Defined Benefit Pension and Other Post
      Retirement Plans”, an amendment of FASB Statements No. 87, 88, 106 and 132(R).
      FASB 158 will require employers to recognize their defined benefit plans’
overfunded or underfunded status in their balance sheets, require employers
      to
      measure plan assets and plan obligations as of the balance sheet date,
      immediately recognize any remaining transition obligation currently being
      deferred, and recognize actuarial gains and losses through other comprehensive
      income. The statement is effective for fiscal years ending after December 15,
      2006. The Company is evaluating SFAS No. 158 and has not determined the impact
      it will have on its consolidated financial statements as of and for the year
      ended December 31, 2006.


9





In
      November 2004, the FASB issued SFAS No. 151, an amendment to Accounting Research
      Bulletin No. 43 chapter 4 “Inventory Costs”. SFAS No. 151 requires that abnormal
      costs of idle facility expenses, freight, handling costs and wasted material
      (spoilage) be recognized as current-period charges. SFAS No. 151 is effective
      for fiscal years beginning after June 15, 2005. Adoption of SFAS No. 151 is
      not
      expected to have a material impact on the Company’s results of operations or
      financial position.




In
      May
      2005 the FASB issued SFAS No. 154, “Accounting Changes and Error Correction” - a
      replacement of APB Opinion No. 20 and FASB Statement No. 3. This statement
      applies to all voluntary changes in accounting principles. It also applies
      to
      changes required by an accounting pronouncement in the unusual instance that
      the
      pronouncement does not include specific transition provisions. This statement
      requires retrospective application to prior periods’ financial statements of
      changes in accounting principles, unless it is impracticable to determine either
      the period-specific effects or the cumulative effect of the change. This
      statement is effective for accounting changes and corrections made in fiscal
      years beginning after December 31, 2005.




**4.
      ACCRUED JUDGEMENTS**




On
      October 12, 2004, the Company was served with a Third Party Complaint by
      American Motorists Insurance Company in victory Village Limited III v. Builders
      Control Services Company, Inc. and American Motorist Insurance Company (“AMIC”),
      District Court, Clark County, Nevada. The Complaint is based on alleged bond
      made by the Company to American Motorist in 1995  The complaint is based on
      an agreement signed by the Company that required the Company to indemnify the
      issuer of a bond in which a wholly owned subsidiary of the Company was a
      principle. The bond was issued in connection with a real estate transaction
      that
      began in 1995. The events that led to the default on the bond occurred between
      the years of 1995 and 2004. According to the complaint, the Company, while
      known
      as C.E.C. Industries Corp. and controlled by a prior management, agreed to
      indemnify the issuer of the bond for all claims arising against the bond. On
      June 29, 2006 a judgment in the amount of $7,796,147 was levied against the
      Company. The Company has recorded $7,796,147 as accrued Judgments.




**5.
      FINANCIAL HIGHLIGHTS**




September
                  30,2006
              
              2005Per
                  Share Operating Performance:Net
                  asset value beginning of period
              
              $
              (0.32
              )
              $
              0.14Income
                  from investment operationsNet
                  investment loss
              
              
              (0.00
              )
              
              (0.01
              )Total
                  from investment operations
              
              
              (0.32
              )
              
              0.13Redemption of preferred stock
              
              
              (0.04
              )
              
              .03Sale
                  of Stock
              
              
              -
              
              
              -Net
                  asset value, Period ended September 30, 2006 & 2005
              
              $
              (.36
              )
              $
              0.10Total
                  Return
              
              
              -13
              %
              
              -28
              %Ratios
                  as a Percent of Average Net Assets:Expenses
              
              
              21
              %
              
              59
              %Net
                  investment loss
              
              
              3
              %
              
              50
              %






10





**6.
      INVESTMENTS**




In
      August
      2004, the Company entered into a Business Development Agreement with Global
      IT
      Holdings, Inc. (“Global”), a New York-based holding company created to acquire
      targeted internet technology (IT) staffing firms. The Company received a twenty
      one percent (21%) or 593,250,000 shares of Global’s common stock, in exchange
      for its commitment to provide business development services to Global. On March
      6, 2006, the Company issued a distribution in the form of a stock dividend
      of
      331,799,021 of its common shares of Global IT Holdings, Inc. to shareholders
      of
      record on February 20, 2006. The Company will still retain a 9.9 percent stake
      in Global the IT staffing holding company. The fair market value of the common
      stock retained by the Company was $50,246 at March 31, 2006 and is recorded
      as
      an unrealized gain. The Company invested $500,000 through a collateralized
      senior debenture. The note bears interest at six and one-half percent (6.5%)
      and
      matures on December 31, 2004. The Company advanced Global an additional total
      of
      $165,000 with similar terms as above with an interest rate of 10%. In February
      2005, the Company extended the due date of its Series A 6.5% notes with Global
      IT Holdings, Inc. until March 31, 2006. In July, 2005 the Company received
      a
      repayment of $250,000 of principal In March 2006 the Company extended the due
      date of the notes to December 31, 2006. During the year ended March 31, 2006
      the
      Company advanced an additional $76,300 with similar terms as above. For the
      three and six months ended September 30, 2006 and 2005 the Company recognized
      interest income of $8,049, $16,010 and $6,530, $19,996, respectively associated
      with these debentures. As of September 30, 2006 and March 31, 2006, Global
      owed
      the Company $491,300.




In
      October 2004 the Company entered into a promissory note and security agreement
      in the amount of $50,000 with a company. In February 2006 the Company received
      a
      $10,000 payment on the note. The note bears interest at a rate of 10% per annum.
      The third party has agreed that the return on the note will be 25% and will
      have
      90 days from the date of the note repayment to pay the difference. For the
      three
      and six months ended September 30, 2006 and 2005 the Company recognized $1,020,
      $2,017 and $1,260, $2,507, respectively of interest income associated with
      this
      promissory note.. As of September 30, 2006 and March 31, 2006, the Company
      was
      due $40,000.




In
      October 2004, the Company purchased a convertible debenture of American
      Publishing, Inc. from an unrelated third party in the amount of $18,259. The
      debenture is convertible into $36,518 of common stock upon demand by the
      Company. During the year ended March 31, 2005 the Company converted a total
      of
      $10,000 into common stock and recognized gains of $26,592 on the sale of the
      common stock. As of September 30, 2006 and March 31, 2006 the Company still
      retains common stock with a basis of $2,678 and a fair market value of $4,513
      and $8,481, respectively. In addition on March 29, 2006 the Company loaned
      American Publishing an additional $17,000 at a rate of 10% per annum due June
      29, 2006 or is convertible into common stock at a price of 75% of market value.
      For the three and six months ended September 30, 2006 and 2005 the Company
      recognized gains of $2,732 and $4,430 and $0 and $0, respectively associated
      with the sale of common stock.




In
      November 2004 the Company purchased a $200,000 8% secured convertible debenture
      from Colmena Corp. (“Colmena”). The note plus accrued interest is convertible
      into common stock at (a) an amount equal to one hundred twenty percent (120%)
      of
      the final closing bid price of the Common Stock as or (b) an amount equal to
      eighty percent (80%) of the lowest volume weighted average price of the
      Company’s Common Stock, for the thirty (30) trading days immediately preceding
      the conversion rate. The Company also received 40,000 common stock warrants
      at a
      price of $.30 per share. The warrants expire 2 years for the date of the
      convertible note. The Company has not assigned any value to these warrants
      as
      they were issued at above market value of the common stock on the date of
      issuance. In March 2005 the Company purchased an additional $200,000 of 8%
      secured convertible debenture of Colmena Corp from an unrelated third party.
      Colmena is currently in default on filing its registration and is subject to
      a
      2% per month penalty. For the three and six months ended September 30, 2006
      and
      2005 the Company recognized income from penalties of $24,000, $48,000 and
      $24,000, $48,000, respectively and interest income of $8,066, $16,044 and
      $8,066, $16,045 associated with these secured debentures. As of September 30,
      2006 and March 31, 2006, Colmena owed the Company $375,000 and $400,000,
      respectively. In August 2006 the Company converted $25,000 of notes receivable
      into common stock, as of September 30, 2006 the Company has recorded an
      unrealized loss on the common stock of $3,152




11


In
      December 2004 the Company purchased $250,000 of 5% convertible debenture from
      Cinema Ride, Inc. (“Cinema Ride”). The debenture is due 9 months from the date
      of issuance. The note plus accrued interest is convertible into common stock
      at
      (a) an amount equal to one hundred twenty percent (120%) of the final closing
      bid price of the Common Stock as or (b) an amount equal to eighty percent (80%)
      of the lowest volume weighted average price of the Company’s Common Stock, for
      the five (5) trading days immediately preceding the conversion rate. The Company
      also received 40,000 common stock warrants at a price of $.25 per share. The
      warrants expire 3 years for the date of the convertible note. The Company has
      not assigned any value to these warrants as they were issued at above market
      value of the common stock on the date of issuance.




In
      January 2005 the Company purchased an additional $280,000 of 5% convertible
      debenture from Cinema Ride, Inc.(“Cinema Ride”). The debenture is due 9 months
      from the date of issuance. The note plus accrued interest is convertible into
      common stock at (a) an amount equal to one hundred twenty percent (120%) of
      the
      final closing bid price of the Common Stock as or (b) an amount equal to eighty
      percent (80%) of the lowest volume weighted average price of the Company’s
      Common Stock, for the five (5) trading days immediately preceding the conversion
      rate. The Company also received 40,000 common stock warrants at a price of
      $.25
      per share. The warrants expire 3 years for the date of the convertible note.
      The
      Company has not assigned any value to these warrants as they were issued at
      above market value of the common stock on the date of issuance. In March, 2006
      the Company converted $25,000 of the debenture into common stock. During the
      three and six months ended September 30, 2006 the Company received a repayment
      of $606,000 of principal, as of September 30 2006 the Company was owed $64,621.
      For the three and six months ended September 30, 2006, and 2005 the Company
      recognized interest income of $0, $1,635 and $6,680, $13,286 respectively
      associated with these convertible debentures. As of September 30, 2006 and
      March
      31, 2006, Cinema Ride owed the Company $0 and $505,000,
      respectively.




For
      the
      six months ended September 30, 2005 the Company purchased $40,750 of common
      stock of Global Triad, Inc. (“Global Triad”). The Company sold a total of
      $68,988 of the common stock for the three and six months ended September 30,
      2005, the Company recognized gains of $0 and $16,775. For the Three and six
      months ended September 30, 3006 the Company did not have any of theses
      securities.




In
      September 2005 the Company agreed to provide CES International, Inc. weekly
      advances to CES at 75% of the face value of specific approved
      customers for all closing dates occurring in the month of September 2005 up
      to a maximum of $300,000, with a monthly minimum of $50,000 based on a rolling
      three-month average. The Company agreed to provide advances to CES at 85% of
      the
      face value of the purchased invoices for all closing dates occurring in the
      month of October 2005, and 90% of all purchased invoices thereafter. The
      Company received a facility fee of 1% on the total committed factoring
      facility, which was paid at closing. Pursuant to the terms of the Agreement,
      CES
      issued to the Company a Warrant to purchase Two Hundred and Fifty Thousand
      (250,000) shares of CES’ Common Stock (the “Warrant Shares”) for a period of
      five (5) years at the exercise price of $0.001 per share. The Warrant Shares
      shall have “piggy-back” and demand registration rights. In March, 2006 the
      factored amounts owed were converted in a note receivable in the amount of
      $41,261by the Company. The factor agreement is secured by a lien on all
      of CES’s tangible assets. In March 2006, CES repaid the Company
      $10,000 and the Company loaned CES an additional $30,000 bearing a rate of
      10%
      per annum and Due February 28, 2007, the Company recognized capital raising
      fees
      of $3,000. The Company’s recognized interest income of $1,069 and $1,883 for the
      three and six months ended September 30, 2006.




In
      March,
      2006 thee Company purchased $100,000 of 12% secured convertible debenture from
      Global Imports and Trading, Inc.(“Global Imports”). The debenture is due 18
      months from the date of issuance. The note plus accrued interest is convertible
      into common stock at (a) an amount equal to one hundred twenty percent (120%)
      of
      the final closing bid price of the Common Stock as or (b) an amount equal to
      eighty percent (80%) of the lowest volume weighted average price of the
      Company’s Common Stock, for the five (5) trading days immediately preceding the
      conversion rate. The Company also received common stock warrants to purchase
      a
      total of 2.99% of the fully diluted shares of Global Imports common stock.
      The
      Company has not assigned any value to these warrants as they were issued at
      above market value of the common stock on the date of issuance. For three and
      six months ended September 30, 2006 the Company recognized interest income
      of
      $4,500 and $7,5000 associated with this debenture.




12


In
      March
      2006, the Company entered into a one year promissory note and security agreement
      in the amount of $16,000 with Pryaer Haute Couture, Inc. The note bears interest
      at a rate of 10% per annum. For the three and six months ended September 30,
      2006 the Company recognized interest income of $403 and $937 associated with
      this debenture.




In
      June
      2006, the Company entered into a one year promissory note and security agreement
      in the amount of $50,000 with Full Circle Media, Inc. The note bears interest
      at
      a rate of 10% per annum. The Company recognized capital raising fees of $5,000
      on this transaction. . For the three and six months ended September 30, 2006
      the
      Company recognized interest income of $1,264 and $2,866 associated with this
      debenture.




**7.
      INTEREST RECEIVABLE**




Interest
      receivable of $268,892 consist of amounts owed to the Company from its
      investments in various debt instruments.




**8.
      DEFERRED FINANCING COSTS**




On
      August
      2004, the Company entered into a Standby Equity Distribution Agreement with
      Cornell Capital Partners. The Company will be entitled to commence drawing
      down
      on the Standby Equity Distribution Agreement when the sale of the Common Stock
      under the Standby Equity Distribution Agreement is registered with the SEC
      and
      for two years thereafter. The purchase price for the shares will be equal to
      98%
      of the market price, which is defined as the lowest closing bid price of the
      Common Stock during the five trading days following the notice date. A cash
      fee
      equal to ten percent (10%) of the cash proceeds of the draw down is also payable
      at the time of funding. To date, the Company has not received any funding under
      the Standby Equity Distribution Agreement. In connection with the Standby Equity
      Distribution Agreement, the Company issued 1,695,866 shares of its common stock
      valued at $370,000 to Cornell Capital Partners as a commitment fee. The Company
      is obligated to issue Cornell Capital Partner an additional $370,000 commitment
      fee one year after the Standby Equity Distribution Agreement is declared
      effective.




In
      October 2005 the Company cancelled the agreement and expensed the deferred
      financing fees of $370,000.




**9.
      PREFERRED STOCK**




On
      August
      25, 2004, the Company issued $1,000,000 in convertible debentures to Cornell
      Capital. These debentures are convertible into shares of our Common Stock at
      the
      price per share price equal to the volume weighted average price of the Common
      Stock as listed on Pink Sheets or OTC Bulletin Board (or Nasdaq SmallCap Market
      or American Stock Exchange), as quoted by Bloomberg L.P. during the three (3)
      trading days immediately preceding the conversion date. These convertible
      debentures bear interest at 5% and are convertible at the holder’s option. These
      convertible debentures have a term of three years and may be redeemed, at our
      option at a 20% premium. The Company was obligated to pay a $100,000 financing
      fee to Cornell for the note. The financing fees were being amortized over the
      life of the note. The Company was amortizing the beneficial conversion expense
      of $157,333 over the life of the note. In February, 2005 the Company converted
      the debenture and accrued interest of $23,151 into 10,231,510 shares of the
      Company’s preferred. The un-amortized expenses of $202,513 were reclassified to
      additional paid in capital at the time of the conversion. The Company was
      obligated to file a SB-2 registration statement within 30 days of the initial
      funding or pay a 2% penalty per month. The Company has recorded additional
      penalties of $60,000 for the three months ended June 30, 2006 and 2005. In
      August 2005, the Company issued a total of 225,000 shares of common stock as
      payment for $22,500 of accrued penalties. The Company to raises the dividend
      rate to 12% in January 2006.




In
      March
      2005, the Company sold an additional 4,750,000 shares of preferred stock valued
      at $475,000 to Montgomery Equity Partners, LTD, for proceeds of $200,000,
      assignment of a note receivable in Colmena Corp. of $200,000, accrued interest
      of $4,339 and fees of $70,661.




13


During
      the year ended March 31, 2006, Montgomery Equity Partners, LTD redeemed 750,000
      shares of its Preferred Stock for proceeds of $75,000. The Company also paid
      an
      additional $25,000 in accrued penalties it owed on the Preferred
      Stock.




In
        April
        2006, Montgomery Equity Partners, LP redeemed an additional 4,040,000 shares
        of
        Series A Preferred Stock for proceeds of $404,000.




In
      August
      2006, Montgomery Equity Partners, LP redeemed an additional 2,020,000 shares
      of
      Series A Preferred Stock for proceeds of $202,000.




Preferred
                  Stock
              Amount2006
              
              
              2005
              
              
              2006
              
              
              2005Balance
                  beginning of period
              
              
              14,231,510
              
              
              14,981,511
              
              $
              1,423,151
              
              $
              1,498,151Shares
                  redeemed
              
              
              (6,060,000
              )
              
              (750,000
              )
              
              (606,000
              )
              
              (75,000Balance
                  September 30, 2006 and 2005
              
              
              8,171,510
              
              
              14,231,511
              
              $
              817,151
              
              $
              1,423,151






14





**10
      CAPITAL SHARE TRANSACTIONS**




As
                  of September 30, 2006, 5,000,000,000 shares of $.001 par value
                  capital
                  stock were authorized.Transactions
                  in capital stock were as follows:Common
                  Stock
              
              Amount2006
              
              2005
              
              2006
              
              2005Balance
                  beginning of period
              
              
              19,900,090
              
              
              15,437,648
              
              $
              13,177,763
              
              $
              12,255,674Shares
                  sold
              
              
              
              
              
              1,312,500
              
              
              
              
              
              200,000Shares
                  issued for accrued expenses
              
              
              
              
              
              225,000
              
              
              
              
              
              22,500Shares
                  issued for services
              
              
              
              
              
              3,475,000
              
              
              
              
              
              802,000Balance
                  September 30, 2006 and 2005
              
              
              19,900,090
              
              
              20,450,148
              
              $
              13,177,763
              
              $
              13,280,174Preferred
                  Stock
              
              
              Amount2006
              
              
              2005
              
              
              2006
              
              
              2005Balance
                  beginning of period
              
              
              14,231,510
              
              
              14,981,511
              
              $
              1,423,151
              
              $
              1,498,151Shares
                  redeemed
              
              
              (6,060,000
              )
              
              (750,000
              )
              
              (606,000
              )
              
              (75,000
              )Balance
                  September 30, 2006 and 2005
              
              
              8,171,510
              
              
              14,231,511
              
              $
              817,151
              
              $
              1,423,151




**11
      LEGAL PROCEEDINGS**




On
      October 12, 2004, the Company was served with a Third Party Complaint by
      American Motorists Insurance Company in Victory Village Limited III v. Builders
      Control Services Company, Inc. and American Motorist Insurance Company (“AMIC”),
      District Court, Clark County, Nevada. The Complaint is based on alleged bond
      made by the Company to American Motorist in 1995. The complaint is based on
      an
      agreement signed by the Company that required the Company to indemnify the
      issuer of a bond in which a wholly owned subsidiary of the Company was a
      principle. The bond was issued in connection with a real estate transaction
      that
      began in 1995. The events that led to the default on the bond occurred between
      the years of 1995 and 2004.




According
      to the complaint, the Company, while known as C.E.C. Industries Corp. and
      controlled by a prior management, agreed to indemnify the issuer of the bond
      for
      all claims arising against the bond. On June 29, 2006 a judgment in the amount
      of $7,796,147 was levied against the Company. The Company has recorded an
      accrued judgment of $7,796,147 as of June 30, 2006.




In
      a
      letter from the Securities and Exchange Commission (“SEC” or “Commission”) dated
      June 17, 2005, management learned that due to certain actions taken by previous
      management some seven years ago and the subsequent settlement with the
      Commission relating to those activities, we might not be eligible to rely on
      the
      exemption offered in Regulation E for the offering that we initiated in October
      2004. Section 230.602(b)(4) of Regulation E prohibits any issuer from relying
      on
      Regulation E as an exemption for its securities if the issuer is subject to
      an
      injunction or restraining order within five years prior to the filing of
      notification with the Commission that the Company intends to elect to be
      regulated as a business development company. An injunction was implemented
      against the Company by the United States District Court of Columbia based on
      actions that occurred by previous management in 1996 and 1997 as set forth
      in
      SEC Litigation Release No. 17139 (the “Release”) dated September 19, 2001. The
      Company subsequently filed our Notification of Election to be regulated as
      a
      business development company on August 20, 2004. Current management was not
      aware of any facts that would have precluded reliance on the exemption from
      registration promulgated under Regulation E with respect to our offering
      commenced October 1, 2004. Specifically, management of the Company was not
      aware
      of the injunction against the Company dated September 19, 2001. Accordingly,
      the
      Company, in good faith, relied upon such exemption. After being made aware
      of
      such facts that would preclude the Company from reliance upon such exemption
      in
      the SEC letter dated June 17, 2005, we immediately ceased the offering. The
      Company has offered a right of rescission to all investors who purchased
      securities in the Regulation E offering in consideration for, generally, their
      investment price plus interest. As of September 30, 2006 three investors with
      a
      total of 550,058 shares of common stock with a value of $82,512 have had their
      investment returned.








15










**ITEM
      2. MANAGEMENT DISCUSSION AND ANALYSIS OR PLAN OF
      OPERATIONS**




This
      Quarterly Report on Form 10-Q contains “forward-looking statements” within the
      meaning of section 27A of the Securities Act of 1933, as amended, and Section
      21E of the Securities Exchange Act of 1934, as amended. All statements, other
      than statements of historical facts, included in or incorporated by reference
      into this Form 10-Q, are forward-looking statements. In addition, when used
      in
      this document, the words “anticipate,” “estimate,” “project” and similar
      expressions are intended to identify forward-looking statements. These
      forward-looking statements are subject to certain risks, uncertainties and
      assumptions including risks relating to our limited operating history and
      operations losses; significant capital requirements; development of markets
      required for successful performance by the Company as well as other risks
      described in the Company’s Annual Report on Form 10-K as well as in this report
      on Form 10-Q. Should one or more of these risks or uncertainties materialize,
      or
      should underlying assumptions prove incorrect, actual results may vary
      materially from those anticipated, estimated or projected. Although the Company
      believes that the expectations we include in such forward-looking statements
      are
      reasonable, we cannot assure you that these expectations will prove to be
      correct.




The
      accompanying financial statements have been prepared in accordance with
      Generally accepted accounting principles for interim financial information
      and
      with instructions of Form 10-Q. Accordingly, they do not include all of the
      Information and footnotes required by generally accepted accounting principles
      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. The results of operations for the three and
      six
      months period ended September 30, 2006 are not necessarily indicative of the
      results to be expected for the year ended March 31, 2007. The interim financial
      statements should be read in conjunction with the audited financial statements
      and notes contained in the Company’s Annual Report on Form 10K for the year-
      ended March 31, 2006.




CRITICAL
      ACCOUNTING POLICIES




Advantage
      Capital Development Corp. financial statements and related public financial
      information are based on the application of accounting principles generally
      accepted in the United States of America (“GAAP”). GAAP requires the use of
      estimates; assumptions, judgments and subjective interpretations of accounting
      principles that have an impact on the assets, liabilities, revenue and expense
      amounts reported. These estimates can also affect supplemental information
      contained in our external disclosures, including information regarding
      contingencies, risk and financial condition. We believe our use of estimates
      and
      underlying accounting assumptions adhere to GAAP and are consistently and
      conservatively applied. Valuations based on estimates are reviewed by us for
      reasonableness and conservatism on a consistent basis. Primary areas where
      our
      financial information is subject to the use of estimates, assumptions and the
      application of judgment include acquisitions, valuation of investments, and
      the
      realizability of deferred tax assets. We base our estimates on historical
      experience and on various other assumptions that we believe to be reasonable
      under the circumstances. Actual results may differ materially from these
      estimates under different assumptions or conditions.




VALUATION
      OF LONG-LIVED AND INTANGIBLE ASSETS




The
      recoverability of long-lived assets requires considerable judgment and is
      evaluated on an annual basis or more frequently if events or circumstances
      indicate that the assets may be impaired. As it relates to definite life
      intangible assets, we apply the impairment rules as required by SFAS No. 121,
      “Accounting for the Impairment of Long-Lived Assets and Assets to Be Disposed
      Of” as amended by SFAS No. 144, which also requires significant judgment and
      assumptions related to the expected future cash flows attributable to the
      intangible asset. The impact of modifying any of these assumptions can have
      a
      significant impact on the estimate of fair value and, thus, the recoverability
      of the asset.













16







INCOME
      TAXES




We
      recognize deferred tax assets and liabilities based on the differences between
      the financial statement carrying amounts and the tax bases of assets and
      liabilities. We regularly review our deferred tax assets for recoverability
      and
      establish a valuation allowance based upon historical losses, projected future
      taxable income and the expected timing of the reversals of existing temporary
      differences. As of June 30, 2006, we estimated the allowance on net deferred
      tax
      assets to be one hundred percent of the net deferred tax assets.




VALUATION
      OF INVESTMENTS




As
      required by ASR 118, the investment committee of the company is required to
      assign a fair value to all investments. To comply with Section 2(a) (41) of
      the
      Investment Company Act and Rule 2a-4 under the Investment Company Act, it is
      incumbent upon the board of directors to satisfy themselves that all appropriate
      factors relevant to the value of securities for which market quotations are
      not
      readily available have been considered and to determine the method of arriving
      at the fair value of each such security. To the extent considered necessary,
      the
      board may appoint persons to assist them in the determination of such value,
      and
      to make the actual calculations pursuant to the board’s direction. The board
      must also, consistent with this responsibility, continuously review the
      appropriateness of the method used in valuing each issue of security in the
      company’s portfolio. The directors must recognize their responsibilities in this
      matter and whenever technical assistance is requested from individuals who
      are
      not directors, the findings of such intervals must be carefully reviewed by
      the
      directors in order to satisfy themselves that the resulting valuations are
      fair.




No
      single
      standard for determining “fair value...in good faith” can be laid down, since
      fair value depends upon the circumstances of each individual case. As a general
      principle, the current “fair value” of an issue of securities being valued by
      the board of directors would appear to be the amount which the owner might
      reasonably expect to receive for them upon their current sale. Methods, which
      are in accord with this principle, may, for example, be based on a multiple
      of
      earnings, or a discount from market of a similar freely traded security, or
      yield to maturity with respect to debt issues, or a combination of these and
      other methods. Some of the general factors, which the directors should consider
      in determining a valuation method for an individual issue of securities,
      include:




1)
      the
      fundamental analytical data relating to the investment, 2) the nature and
      duration of restrictions on disposition of the securities, and 3) an evaluation
      of the forces which influence the market in which these securities are purchased
      and sold. Among the more specific factors which are to be considered are: type
      of security, financial statements, cost at date of purchase, size of holding,
      discount from market value of unrestricted securities of the same class at
      time
      of purchase, special reports prepared by analysis, information as to any
      transactions or offers with respect to the security, existence of merger
      proposals or tender offers affecting the securities, price and extent of public
      trading in similar securities of the issuer or comparable companies, and other
      relevant matters.




Our
      board
      has arrived at the following valuation method for our investments. Where there
      is not a readily available source for determining the market value of any
      investment, either because the investment is not publicly traded, or is thinly
      traded, or in absence of a recent appraisal, the value of the investment shall
      be based on the following criteria:





1.
            Total
                amount of the Company’s actual investment (“AI”). This amount shall
                include all  loans, purchase price of securities, and fair value of
                securities given at the time of exchange.2.
            Total
                revenues for the preceding twelve months (“R”).3.
            Earnings
                before interest, taxes and depreciation (“EBITD”)4.
            Estimate
                of likely sale price of investment (“ESP”)5.
            Net
                assets of investment (“NA”)6.
            Likelihood
                of investment generating positive returns (going
                concern).











17





The
      estimated value of each investment shall be determined as follows:




o
      Where
      no or limited revenues or earnings are present, then the value shall be the
      greater of the investment’s a) net assets, b) estimated sales price, or c) total
      amount of actual investment.




o
      Where
      revenues and/or earnings are present, then the value shall be the greater of
      one
      time (1x) revenues or three times (3x) earnings, plus the greater of the net
      assets of the investment or the total amount of the actual
      investment.




o
      Under
      both scenarios, the value of the investment shall be adjusted down if there
      is a
      reasonable expectation that the Company will not be able to recoup the
      investment or if there is reasonable doubt about the investments ability to
      continue as a going concern.




We
      have
      not retained independent appraises to assist in the valuation of the portfolio
      investments because the cost was determined to be prohibitive for the current
      levels of investments.




EXPENSES
      AND REVENUE




Capital
      raising fees increased for three and six moths ended September 30, 2006 to
      $3,000 $8,000 from $10,635, $10,635 for the three and six months ended September
      30, 2005. The Company typically charges a 10% up front non refundable fee for
      most financing transactions.




Interest
      income decreased for the three and six months ended September 30, 2006 to
      $49,690 and $96,972 from $89,801, $143,039 for the three and six months ended
      September 30, 2005. The Company typical charges interest at a rate of between
      5%
      to 10% on convertible notes it purchases. The Company may also receive warrants
      as part of the financing. No value has been recorded for these warrants until
      they are exercised.




General
      and administrative expenses were $11,444 and $24,566 for the three and six
      months ended September 30, 2006 compared to $27,674 and $50,901 for the three
      and six months ended September 30, 2005.




Consulting
      was $4,665 and $8,843 for the three and six months ended September 30, 2006
      compared to $42,350 and $802,000 for the three and six months ended September
      30, 2005. The decrease was caused by $758,250 which was paid by the issuance
      of
      3,225,000 shares of common stock during the three and six months ended September
      30, 2005.




Legal
      and
      professional fees were $6,195 and $12,663 for the three and six months ended
      September 30, 2006 compared to $48,009 and $98,829 for the three and six months
      ended September 30, 2005. This was a result of the Company becoming a Business
      Development corporation.





Management
      fees were $22,500 and $45,000 for the three and six months ended September
      30,
      2006 compared to $22,500 and $45,000 for the three and six months ended
      September 30, 2005, Company utilizes and unrelated third party for business
      development services.




Interest
      expense for three and six months ended September 30, 2006 was $26,775 and
      $63,243 compared to $13,137 and $35,637 for three and six months ended September
      30, 2005. The increase in interest was a direct result of the Company’s
      financing through preferred stock.




Penalties
      expense was $60,000 and $120,000 for the three months and six months ended
      September 30, 2006 compared to $60,000 and $120,000 for the three and six months
      ended September 30, 2005 was obligated to file a SB-2 registration statement
      within 30 days of the initial funding of it convertible debenture or pay a
      2%
      penalty per month. The Company has recorded penalties of $492,500 as of
      September 30, 2006.




18


PLAN
      OF
      OPERATIONS




We
      are a
      Nevada corporation with our principal and executive offices located at 2999
      N.E.
      191st Street, Penthouse 2, Aventura, FL 33180, telephone (866) 820-5139. We
      were
      incorporated as Justheim Petroleum Company in Nevada in 1952. C.E.C. Management
      Corp. was merged into Justheim Petroleum Company effective December 31, 1986,
      and was renamed C.E.C. Industries Corp. Prior to the merger, Justheim had
      historically engaged in the business of acquiring, holding and selling oil
      and
      gas leaseholds and retaining overriding royalty rights. C.E.C. Management Corp.
      primarily was in the business of engineering consulting and designing and
      marketing customized minerals processing systems and equipment.




On
      November 30, 2003, we entered into an Acquisition and Financing Agreement with
      PayCard Solutions, Inc., pursuant to which our subsidiary, Paycard Unlimited,
      Inc. purchased all of the outstanding shares of PayCard in consideration for
      the
      issuance of 3,000,000 CEC shares to the PayCard shareholders and 200 shares
      or
      twenty (20%) percent of the Subsidiary’s outstanding shares, whichever is
      greater. Pursuant to the Agreement, we agreed to lend a total of $250,000 to
      PayCard for a term of one year with eight (8%) interest which shall be secured
      by Paycard. A total of $250,000 was loaned to PayCard pursuant to this agreement
      through loan secured by CEC and of such amount a total of $53,150 was provided
      by an independent entity.




We
      subsequently discovered that a shareholder of such entity was indicted for
      bank
      fraud and related charges in federal court in California. The individual has
      provided information confirming that loan proceeds from the entity have no
      connection to the pending criminal case against the individual. As a
      precautionary measure, we determined that it was appropriate to take immediate
      steps to sever its relationship with both the individual and the entity as
      well
      as any other companies affiliated with the individual, and return, to the extent
      practicable, the parties to the original positions they were in before the
      transactions were effected. To effect this separation, both the individual
      and
      the entity have agreed to assign the portion of the note ($53,150) paid by
      the
      entity to the entity. The entity, the individual and any other companies
      affiliated with the individual have also agreed to return all of the CEC shares
      owed by them to us and have agreed to release us from any obligations owed
      to
      the entity, the individual and his affiliated entities.




Due
      to
      this situation, Paycard refused to provide its Financial Statements to us so
      that we could complete its audited financial statements for our March 31, 2004
      10KSB. Therefore, we assigned eighty-five (85%) percent of our ownership
      interest in Paycard to Knightsbridge Holding, LLC, which has been providing
      and
      will continue to provide funding to us. Upon completion of such assignment,
      we
      now only own fifteen (15%) percent of PayCard and are no longer required to
      provide an audit for PayCard.




We
      also
      entered into an Asset Purchase Agreement with CEC Asset Reclamation Corp. to
      sell the balance of its remaining assets for a total purchase price of 80%
      of
      net proceeds in the liquidation of these assets.




On
      August
      12, 2004, Advantage’s Board of Directors voted to be regulated pursuant to
      Section 54 of the Investment Act. The decision to be regulated pursuant to
      Section 54 of the Investment Act was made primarily to better reflect
      Advantage’s anticipated future business and for developing relationships. As a
      business development company under Section 54 of the Investment Act, Advantage
      is required to invest a portion of its assets into developing companies.
      Advantage has focused its investments in developing companies, but does not
      intend to limit its focus its investments in any particular industry. Advantage
      has sought investments in companies that offer attractive investment
      opportunities.




We
      have
      focused our business plan of (i) investing in small public companies through
      the
      issuance by them of secured convertible debentures in the $200,000 to $750,000
      range and (ii) investing in private companies that may be good targets for
      spin
      offs or registration.




19


In
      August
      2004, the Company entered into a Business Development Agreement with Global
      IT
      Holdings, Inc. (“Global”), a New York-based holding company created to acquire
      targeted internet technology (IT) staffing firms. The Company received a twenty
      one percent (21%) or 593,250,000 shares of Global’s common stock, in exchange
      for its commitment to provide business development services to Global. On March
      6, 2006, the Company issued a distribution in the form of a stock dividend
      of
      331,799,021 of its common shares of Global IT Holdings, Inc. to shareholders
      of
      record on February 20, 2006. The Company will still retain a 9.9 percent stake
      in Global the IT staffing holding company. The fair market value of the common
      stock retained by the Company was $50,246 at March 31, 2006 and is recorded
      as
      an unrealized gain. The Company invested $500,000 through a collateralized
      senior debenture. The note bears interest at six and one-half percent (6.5%)
      and
      matures on December 31, 2004. The Company advanced Global an additional total
      of
      $165,000 with similar terms as above with an interest rate of 10%. In February
      2005, the Company extended the due date of its Series A 6.5% notes with Global
      IT Holdings, Inc. until March 31, 2006. In July, 2005 the Company received
      a
      repayment of $250,000 of principal In March 2006 the Company extended the due
      date of the notes to December 31, 2006. During the year ended March 31, 2006
      the
      Company advanced an additional $76,300 with similar terms as above. For the
      three and six months ended September 30, 2006 and 2005 the Company recognized
      interest income of $8,049, $16,010 and $6,530, $19,996, respectively associated
      with these debentures. As of September 30, 2006 and 2005, Global owed the
      Company $491,300 and $415,000 respectively.




In
      October 2004 the Company entered into a promissory note and security agreement
      in the amount of $50,000 with a company. In February 2006 the Company received
      a
      $10,000 payment on the note. The note bears interest at a rate of 10% per annum.
      The third party has agreed that the return on the note will be 25% and will
      have
      90 days from the date of the note repayment to pay the difference. For the
      three
      and six months ended September 30, 2006 and 2005 the Company recognized $1,020,
      $2,017 and $1,260, $2,507, respectively of interest income associated with
      this
      promissory note.. As of September 30, 2006 and 2005, the Company was due $40,000
      and $40,000, respectively.




In
      October 2004, the Company purchased a convertible debenture of American
      Publishing, Inc. from an unrelated third party in the amount of $18,259. The
      debenture is convertible into $36,518 of common stock upon demand by the
      Company. During the year ended March 31, 2005 the Company converted a total
      of
      $10,000 into common stock and recognized gains of $26,592 on the sale of the
      common stock. As of September 30, 2006 and 2005 the Company still retains common
      stock with a basis of $2,678 and $0, respectively and a fair market value of
      $4,513 and $0, respectively. In addition on March 29, 2006 the Company loaned
      American Publishing an additional $17,000 at a rate of 10% per annum due June
      29, 2006 or is convertible into common stock at a price of 75% of market value.
      For the three and six months ended September 30, 2006 and 2005 the Company
      recognized gains of $2,732 and $4,430 and $0 and $0, respectively associated
      with the sale of common stock.




In
      November 2004 the Company purchased a $200,000 8% secured convertible debenture
      from Colmena Corp. (“Colmena”). The note plus accrued interest is convertible
      into common stock at (a) an amount equal to one hundred twenty percent (120%)
      of
      the final closing bid price of the Common Stock as or (b) an amount equal to
      eighty percent (80%) of the lowest volume weighted average price of the
      Company’s Common Stock, for the thirty (30) trading days immediately preceding
      the conversion rate. The Company also received 40,000 common stock warrants
      at a
      price of $.30 per share. The warrants expire 2 years for the date of the
      convertible note. The Company has not assigned any value to these warrants
      as
      they were issued at above market value of the common stock on the date of
      issuance. In March 2005 the Company purchased an additional $200,000 of 8%
      secured convertible debenture of Colmena Corp from an unrelated third party.
      Colmena is currently in default on filing its registration and is subject to
      a
      2% per month penalty. For the three and six months ended September 30, 2006
      and
      2005 the Company recognized income from penalties of $24,000, $48,000 and
      $24,000, $48,000, respectively and interest income of $8,066, $16,044 and
      $8,066, $16,045 associated with these secured debentures. As of September 30,
      2006 and 2005, Colmena owed the Company $375,000 and $400,000, respectively.
      In
      August 2006 the Company converted $25,000 of notes receivable into common stock,
      as of September 30, 2006 the Company has recorded an unrealized loss on the
      common stock of $3,152




20


In
      December 2004 the Company purchased $250,000 of 5% convertible debenture from
      Cinema Ride, Inc. (“Cinema Ride”). The debenture is due 9 months from the date
      of issuance. The note plus accrued interest is convertible into common stock
      at
      (a) an amount equal to one hundred twenty percent (120%) of the final closing
      bid price of the Common Stock as or (b) an amount equal to eighty percent (80%)
      of the lowest volume weighted average price of the Company’s Common Stock, for
      the five (5) trading days immediately preceding the conversion rate. The Company
      also received 40,000 common stock warrants at a price of $.25 per share. The
      warrants expire 3 years for the date of the convertible note. The Company has
      not assigned any value to these warrants as they were issued at above market
      value of the common stock on the date of issuance.




In
      January 2005 the Company purchased an additional $280,000 of 5% convertible
      debenture from Cinema Ride, Inc.(“Cinema Ride”). The debenture is due 9 months
      from the date of issuance. The note plus accrued interest is convertible into
      common stock at (a) an amount equal to one hundred twenty percent (120%) of
      the
      final closing bid price of the Common Stock as or (b) an amount equal to eighty
      percent (80%) of the lowest volume weighted average price of the Company’s
      Common Stock, for the five (5) trading days immediately preceding the conversion
      rate. The Company also received 40,000 common stock warrants at a price of
      $.25
      per share. The warrants expire 3 years for the date of the convertible note.
      The
      Company has not assigned any value to these warrants as they were issued at
      above market value of the common stock on the date of issuance. In March, 2006
      the Company converted $25,000 of the debenture into common stock. During the
      three and six months ended September 30, 2006 the Company received a repayment
      of $202,000 and $606,000, respectively of principal. For the three and six
      months ended Septemebr 30, 2006, and 2005 the Company recognized interest income
      of $0, $1,635 and $6,680, $13,286 respectively associated with these convertible
      debentures. As of September 30, 2006 and 2005, Cinema Ride owed the Company
      $0
      and $505,000, respectively.




For
      the
      six months ended September 30, 2005 the Company purchased $40,750 of common
      stock of Global Triad, Inc. (“Global Triad”). The Company sold a total of
      $68,988 of the common stock for the three and six months ended September 30,
      2005, the Company recognized gains of $0 and $16,775. For the Three and six
      months ended September 30, 3006 the Company did not have any of theses
      securities.




In
      September 2005 the Company agreed to provide CES International, Inc. weekly
      advances to CES at 75% of the face value of specific approved
      customers for all closing dates occurring in the month of September 2005 up
      to a maximum of $300,000, with a monthly minimum of $50,000 based on a rolling
      three-month average. The Company agreed to provide advances to CES at 85% of
      the
      face value of the purchased invoices for all closing dates occurring in the
      month of October 2005, and 90% of all purchased invoices thereafter. The
      Company received a facility fee of 1% on the total committed factoring
      facility, which was paid at closing. Pursuant to the terms of the Agreement,
      CES
      issued to the Company a Warrant to purchase Two Hundred and Fifty Thousand
      (250,000) shares of CES’ Common Stock (the “Warrant Shares”) for a period of
      five (5) years at the exercise price of $0.001 per share. The Warrant Shares
      shall have “piggy-back” and demand registration rights. At June 30, 2006,
      the Company has advanced $34,621 to CES. In March, 2006 the factored
      amounts owed were converted in a note receivable by the Company. The factor
      agreement is secured by a lien on all of CES’s tangible assets. In
      August 2006 the Company loan CES an additional $30,000 bearing a rate of 10%
      per
      annum and Due February 28, 2007, the Company recognized capital raising fees
      of
      $3,000. The Company’s interest income of $1,069 and $1,883 for the three and six
      months ended September 30, 2006.




In
      March,
      2006 the Company purchased $100,000 of 12% secured convertible debenture from
      Global Imports and Trading, Inc.(“Global Imports”). The debenture is due 18
      months from the date of issuance. The note plus accrued interest is convertible
      into common stock at (a) an amount equal to one hundred twenty percent (120%)
      of
      the final closing bid price of the Common Stock as or (b) an amount equal to
      eighty percent (80%) of the lowest volume weighted average price of the
      Company’s Common Stock, for the five (5) trading days immediately preceding the
      conversion rate. The Company also received common stock warrants to purchase
      a
      total of 2.99% of the fully diluted shares of Global Imports common stock.
      The
      Company has not assigned any value to these warrants as they were issued at
      above market value of the common stock on the date of issuance. For three and
      six months ended September 30, 2006 the Company recognized interest income
      of
      $4,500 and $7,5000 associated with this debenture.




21


In
      March
      2006, the Company entered into a one year promissory note and security agreement
      in the amount of $16,000 with Pryaer Haute Couture, Inc. The note bears interest
      at a rate of 10% per annum. For the three and six months ended September 30,
      2006 the Company recognized interest income of $403 and $937 associated with
      this debenture.




In
      June
      2006, the Company entered into a one year promissory note and security agreement
      in the amount of $50,000 with Full Circle Media, Inc. The note bears interest
      at
      a rate of 10% per annum. The Company recognized capital raising fees of $5,000
      on this transaction. . For the three and six months ended September 30, 2006
      the
      Company recognized interest income of $1,264 and $2,866 associated with this
      debenture.




In
      September 2005, the Company agreed to provide CES International,
      Inc. weekly advances to CES at 75% of the face value of specific
      approved customers for all closing dates occurring in the month of
      September 2005 up to a maximum of $300,000, with a monthly minimum of $50,000
      based on a rolling three-month average. The Company agreed to provide advances
      to CES at 85% of the face value of the purchased invoices for all closing dates
      occurring in the month of October 2005, and 90% of all purchased invoices
      thereafter. The Company received a facility fee of 1% on the total
      committed factoring facility, which was paid at closing. Pursuant to the terms
      of the Agreement, CES issued to the Company a Warrant to purchase Two Hundred
      and Fifty Thousand (250,000) shares of CES’ Common Stock (the “Warrant Shares”)
      for a period of five (5) years at the exercise price of $0.001 per share. The
      Warrant Shares shall have “piggy-back” and demand registration rights.
      At June 30, 2006, the Company has advanced $34,621 to CES. In
      March, 2006 the factored amounts owed were converted in a note receivable by
      the
      Company. The factor agreement is secured by a lien on all
      of CES’s tangible assets. The Company’s interest income of $814 for
      the three months ended June 30, 2006.




In
      March
      2006, the Company purchased $100,000 of 12% secured convertible debenture from
      Global Imports and Trading, Inc. (“Global Imports”). The debenture is due 18
      months from the date of issuance. The note plus accrued interest is convertible
      into common stock at (a) an amount equal to one hundred twenty percent (120%)
      of
      the final closing bid price of the Common Stock as or (b) an amount equal to
      eighty percent (80%) of the lowest volume weighted average price of the
      Company’s Common Stock, for the five (5) trading days immediately preceding the
      conversion rate. The Company also received common stock warrants to purchase
      a
      total of 2.99% of the fully diluted shares of Global Imports common stock.
      The
      Company has not assigned any value to these warrants as they were issued at
      above market value of the common stock on the date of issuance. For three months
      ended June 30, 2006 the Company recognized interest income of $3,000 associated
      with this debenture.




In
      March
      2006, the Company entered into a one year promissory note and security agreement
      in the amount of $16,000 with Prayer Haute Couture, Inc. The note bears interest
      at a rate of 10% per annum. For the three months ended June 30, 2006 the Company
      recognized interest income of $534 associated with this debenture.




In
      June
      2006, the Company entered into a one year promissory note and security agreement
      in the amount of $50,000 with Full Circle Media, Inc. The note bears interest
      at
      a rate of 10% per annum. The Company recognized capital raising fees of $5,000
      on this transaction. For the three months ended June 30, 2006 the Company
      recognized interest income of $342 associated with this debenture.




On
      March
      6, 2006, the Company received written consents in lieu of a meeting of
      Stockholders from holders of 10,586,264 shares (representing approximately
      51.09% of the 20,719,699 issued and outstanding shares of the Company’s common
      stock as of the date hereof), approving and authorizing the withdrawal of the
      Company’s election to be treated as a Business Development Company (“BDC”) under
      the Investment Company Act of 1940 (the “Investment Company Act”); and the Board
      plans on filing a Withdrawal Notice with the Securities and Exchange Commission
      (the “SEC”) to withdraw the Company’s election to be treated as a
      BDC.




22


LIQUIDITY
      AND CAPITAL RESOURCES




In
      August
      2004, we entered into a Standby Equity Distribution Agreement with Cornell
      Capital. Under this agreement, we may issue and sell to Cornell Capital, Common
      Stock for a total purchase price of up to $25.0 million. We will be entitled
      to
      commence drawing down on the Standby Equity Distribution Agreement when the
      sale
      of the Common Stock under the Standby Equity Distribution Agreement is
      registered with the SEC and for two years thereafter. The purchase price for
      the
      shares will be equal to 98% of the market price, which is defined as the lowest
      closing bid price of the Common Stock during the five trading days following
      the
      notice date. A cash fee equal to ten percent (10%) of the cash proceeds of
      the
      draw down is also payable at the time of funding. To date, we have not received
      any funding under the Standby Equity Distribution Agreement, and no shares
      have
      been issued. The parties have agreed to cancel the Standby Equity Distribution
      Agreement, and all rights and obligations thereunder were
      terminated.




On
      August
      25, 2004, we issued $1,000,000 in convertible debentures to Cornell Capital.
      These debentures are convertible into shares of our Common Stock at the price
      per share price equal to the volume weighted average price of the Common Stock
      as listed on Pink Sheets or OTC Bulletin Board (or Nasdaq SmallCap Market or
      American Stock Exchange), as quoted by Bloomberg L.P. during the three (3)
      trading days immediately preceding the conversion date. These convertible
      debentures bear interest at 5% and are convertible at the holder’s option. These
      convertible debentures have a term of three years and may be redeemed, at our
      option at a 20% premium. In




February
      2005, the parties entered into an Investment Agreement pursuant to which the
      parties agreed to terminate the convertible debentures, and Cornell Capital
      agreed to purchase 14,981,510 shares of Series A Preferred Stock.




On
      September 20, 2004, we filed a Form 1E Notification under Regulation E of the
      Securities Act of 1933 to raise up to $5,000,000 in a Regulation E offering.
      The
      Shares were offered by the officers and directors of the Company on a best
      efforts basis with no minimum. The offering price may change during this
      offering, at the discretion of the Board of Directors based on terms that can
      be
      negotiated, but not will not be less than $0.001 per share nor more than $2.00
      per share. The Company has not engaged any broker/dealers licensed by the
      National Association of Securities Dealers, Inc. for the sale of these shares
      and has no intention to do so. To date the Company has raised almost $700,000
      in
      this offering.




On
      October 5, 2004 the Company entered an agreement with Alpha Capital
      Aktiengesellschaft to issue a total of 4,000,000 shares of common to be held
      in
      escrow as part of a purchase option agreement. The purchaser has the right
      to
      purchase shares a price of 70% of the lowest 5 day closing price for the 20
      days
      prior to the closing date. This option has expired and the balance of the shares
      which were held in escrow were returned to the Company.




In
      March
      2005, the Company sold an additional 4,750,000 shares of preferred stock valued
      at $475,000 to Montgomery Equity Partners, LTD, for proceeds of $200,000,
      assignment of a note receivable in Colmena Corp. of $200,000, accrued interest
      of $4,339 and fees of $70,661.




During
      the year ended March 31, 2006, Montgomery Equity Partners, LTD redeemed 750,000
      shares of its Preferred Stock for proceeds of $75,000. The Company also paid
      an
      additional $25,000 in accrued penalties it owed on the Preferred
      Stock.




On
      March
      6, 2006, the Company received written consents in lieu of a meeting of
      Stockholders from holders of 10,586,264 shares (representing approximately
      51.09% of the 20,719,699 issued and outstanding shares of the Company’s common
      stock as of the date hereof), approving and authorizing the withdrawal of the
      Company’s election to be treated as a Business Development Company (“BDC”) under
      the Investment Company Act of 1940 (the “Investment Company Act”); and the Board
      plans on filing a Withdrawal Notice with the Securities and Exchange Commission
      (the “SEC”) to withdraw the Company’s election to be treated as a
      BDC.




In
      April
      2006, Montgomery Equity Partners, LP redeemed an additional 4,040,000 shares
      of
      Series A Preferred Stock for proceeds of $404,000.


23


In
      August
      2006, Montgomery Equity Partners, LP redeemed an additional 2,020,000 shares
      of
      Series A Preferred Stock for proceeds of $202,000.




Except
      for these financing agreements, other than through its operations, the Company
      has no other significant sources of working capital or cash commitments.
      However, no assurance can be given that we will raise sufficient funds from
      such
      financing arrangements, or that we will ever produce sufficient revenues to
      expand our operations to a desirable level, or that a market for our common
      stock will be further developed for which a significant amount of our financing
      is dependant.




Management
      believes that the financing arrangements in place are sufficient to satisfy
      Advantage Capital’s cash requirements for the next twelve months. If Advantage
      Capital is unable to recognize sufficient proceeds from these arrangements,
      Management believes that Advantage Capital can limit its operations, defer
      payments to Management and maintain its business at nominal levels until it
      can
      identify alternative sources of capital.





Forward-Looking
      Statements




This
      Form
      10-Q includes “forward-looking statements” within the meaning of Section 27A of
      the Securities Act of 1933, as amended, and Section 21E of the Securities
      Exchange Act of 1934, as amended. All statements, other than statements of
      historical facts, included or incorporated by reference in this Form 10-Q which
      address activities, events or developments which the Company expects or
      anticipates will or may occur in the future, including such things as future
      capital expenditures (including the amount and nature thereof), finding suitable
      merger or acquisition candidates, expansion and growth of the Company’s business
      and operations, and other such matters are forward-looking statements. These
      statements are based on certain assumptions and analyses made by the Company
      in
      light of its experience and its perception of historical trends, current
      conditions and expected future developments as well as other factors it believes
      are appropriate in the circumstances. However, whether actual results or
      developments will conform with the Company’s expectations and predictions is
      subject to a number of risks and uncertainties, general economic market and
      business conditions; the business opportunities (or lack thereof) that may
      be
      presented to and pursued by the Company; changes in laws or regulation; and
      other factors, most of which are beyond the control of the Company.




Consequently,
      all of the forward-looking statements made in this Form 10-Q are qualified
      by
      these cautionary statements and there can be no assurance that the actual
      results or developments anticipated by the Company will be realized or, even
      if
      substantially realized, that they will have the expected consequence to or
      effects on the Company or its business or operations.




The
      Company assumes no obligations to update any such forward-looking
      statements.








24








**Item
      3. Quantitative and Qualitative Disclosures About Market
      Risk**




Market
      risk represents the risk of loss that may impact our financial position, results
      of operations or cash flows due to adverse changes in market prices and rates.
      We are exposed to market risk because, as a business development company, we
      are
      required to invest at least 70% of our total assets in private or thinly traded
      public U.S.-based companies. Therefore, our portfolio primarily consists of
      loans to and securities issued by small- and medium-sized privately owned
      businesses. Compared to larger publicly owned firms, these companies may be
      more
      vulnerable to economic downturns due to changes in the market. We do not
      anticipate that near-term changes in market rates will have a material impact
      on
      our future earnings, fair values or cash flows. However, there can be no
      assurance that a sudden and significant decline in the value of our portfolio
      companies would not have a material adverse effect on our financial conditions
      and results of operations.




Our
      secured convertible debenture with Cornell Capital bears interest at a fixed
      Rate of 5.00%; therefore, our results of operations would not be affected by
      interest rate changes.





**Item
      4. Controls and Procedures**





*(a)*   *Evaluation
      of disclosure controls and procedures.*




Our
      Chief
      Executive Officer and Chief Financial Officer (collectively the “Certifying
      Officers”) maintain a system of disclosure controls and procedures that is
      designed to provide reasonable assurance that information, which is required
      to
      be disclosed, is accumulated and communicated to management timely. Under the
      supervision and with the participation of management, the Certifying Officers
      evaluated the effectiveness of the design and operation of our disclosure
      controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)] under the
      Exchange Act) within 90 days prior to the filing date of this report. Based
      upon
      that evaluation, the Certifying Officers concluded that our disclosure controls
      and procedures are effective in timely alerting them to material information
      relative to our company required to be disclosed in our periodic filings with
      the SEC.




*(b)*  *Changes
      in internal controls* .




Our
      Certifying Officer has indicated that there were no significant changes in
      our
      internal controls or other factors that could significantly affect such controls
      subsequent to the date of his evaluation, and there were no such control actions
      with regard to significant deficiencies and material weaknesses.

























25














**PART
      II - OTHER INFORMATION**





**Item
      1. Legal Proceedings**




On
      October 12, 2004, the Company was served with a Third Party Complaint by
      American Motorists Insurance Company in Victory Village Limited III v. Builders
      Control Services Company, Inc. and American Motorist Insurance Company (“AMIC”),
      District Court, Clark County, Nevada. The Complaint is based on alleged bond
      made by the Company to American Motorist in 1995. The complaint is based on
      an
      agreement signed by the Company that required the Company to indemnify the
      issuer of a bond in which a wholly owned subsidiary of the Company was a
      principle. The bond was issued in connection with a real estate transaction
      that
      began in 1995. The events that led to the default on the bond occurred between
      the years of 1995 and 2004.




According
      to the complaint, the Company, while known as C.E.C. Industries Corp. and
      controlled by a prior management, agreed to indemnify the issuer of the bond
      for
      all claims arising against the bond. On June 29, 2006 a judgment in the amount
      of $7,796,147 was levied against the Company. For the year ended March 31,
      2006
      the Company recorded an accrued judgment of $7,796,147.




In
      a
      letter from the Securities and Exchange Commission (“SEC” or “Commission”) dated
      June 17, 2005, management learned that due to certain actions taken by previous
      management some seven years ago and the subsequent settlement with the
      Commission relating to those activities, we might not be eligible to rely on
      the
      exemption offered in Regulation E for the offering that we initiated in October
      2004. Section 230.602(b)(4) of Regulation E prohibits any issuer from relying
      on
      Regulation E as an exemption for its securities if the issuer is subject to
      an
      injunction or restraining order within five years prior to the filing of
      notification with the Commission that the Company intends to elect to be
      regulated as a business development company. An injunction was implemented
      against the Company by the United States District Court of Columbia based on
      actions that occurred by previous management in 1996 and 1997 as set forth
      in
      SEC Litigation Release No. 17139 (the “Release”) dated September 19, 2001. The
      Company subsequently filed our Notification of Election to be regulated as
      a
      business development company on August 20, 2004. Current management was not
      aware of any facts that would have precluded reliance on the exemption from
      registration promulgated under Regulation E with respect to our offering
      commenced October 1, 2004. Specifically, management of the Company was not
      aware
      of the injunction against the Company dated September 19, 2001. Accordingly,
      the
      Company, in good faith, relied upon such exemption. After being made aware
      of
      such facts that would preclude the Company from reliance upon such exemption
      in
      the SEC letter dated June 17, 2005, we immediately ceased the offering. The
      Company has offered a right of rescission to all investors who purchased
      securities in the Regulation E offering in consideration for, generally, their
      investment price plus interest. As of February 9, 2006, three investors with
      a
      total of 550,082 shares of common stock with a value of $82,512 have requested
      there investment returned.




In
      August, 2006, the Company was served with a Complaint by Mark B. Aronson v.
      Advantage Capital Development, Corp., In the Court of Common Pleas of Allegheny
      County, Pennsylvania, Civil Division, Arbitration Docket. The Complaint is
      based
      on an allegation of unlawful solicitation by spam mail. The Company denies
      all
      such claims and has retained counsel to respond to such complaint.





**Item
      2. Changes in Securities**




On
      April
      26, 2006, Montgomery Equity Partners, LP redeemed an additional 4,040,000 shares
      of Series A Preferred Stock for proceeds of $404,000.





On
      August
      1, 2006, Montgomery Equity Partners, LP redeemed an additional 2,020,000 shares
      of Series A Preferred Stock for proceeds of $202,000.


26





**Item
      3. Defaults by the company upon its Senior Securities**




None





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





None





**Item
      5. Other Information**




None





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




Exhibits




10.1
            Business
                Development Agreement with Global IT Holdings, Inc.*10.2
            Convertible
                Debenture with Global IT Holdings, Inc.*10.3
            Convertible
                Debenture with Cornell Capital Partners, LP*10.4
            Standby
                Equity Distribution Agreement with Cornell Capital Partners,
                LP*10.5
            Engagement
                Agreement with Knightsbridge Holdings, LLC*10.6
            Purchase
                Option Agreement with Alpha Capital Aktiengesellschaft*10.7
            Promissory
                Note and Security Agreement with College Partners, LLC*10.8
            November
                1, 2003 Convertible Notes for $218,700 with Advantage Fund
                I,LLC*10.9
            BDC
                Compliance Manual**






*
            Filed
                as an exhibit to Amendment No. 2 to the September 30, 2004 Form 10-Q
                with
                the SEC on April 27, 2004.


**  Filed
      as
      an exhibit to the Amendment No. 1 to the September 30, 2005 Form 10-Q filed
      with
      the SEC on December 28, 2005.




Reports
      of Form 8-K




On
        October 23, 2006, we filed a report on Form 8K announcing a change in director.
        (SEC File No. 814-00673 )










27












**SIGNATURES**




Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the registrant has duly caused this report to be signed on its behalf
      by
      the undersigned, thereunto duly authorized.




ADVANTAGE
      CAPITAL DEVELOPMENT CORP.




By:
              */s/
                  Jeffrey Sternberg*
              Dated:
                  November 20, 2006Jeffrey
                  Sternberg,
                Chief
                  Executive Officer Chief Financial Officer
                Principal
                  Accounting Officer
   28