U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  -------------


                                  FORM 10-QSB

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

                For the quarterly period ended March 31, 2005

                                       or

             [ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE
             EXCHANGE ACT OF 1934 For the transition period from to

                                  -------------

                         Commission file number: 0-25097

                   ADVANCED 3-D ULTRASOUND SERVICES, INC.
              (Exact Name of Small Business Issuer in Its Charter)


            Florida                                         65-0783722
   (State or other jurisdiction of                       (I.R.S. Employer
   incorporation or organization)                        Identification No.)


                   7732 N. Mobley Drive, Odessa, Florida 33556
       (Address of principal executive offices)            (Zip Code)


       Registrant's telephone number, including area code: (813) 926-3298


                                  -------------

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

     The number of shares of the registrant's common stock, par value $.0001 per
share, outstanding as of April 28, 2005, was 198,063.

<PAGE>

Part I.  Financial Information

Item 1- Financial Statements

                     ADVANCED 3-D ULTRASOUND SERVICES, INC.

                              FINANCIAL STATEMENTS

                                 MARCH 31, 2005


<PAGE>
                     ADVANCED 3-D ULTRASOUND SERVICES, INC.
                                  BALANCE SHEET

                                                                 March 31, 2005
                                                                   (unaudited)

                                     ASSETS

Current assets
  Cash                                                         $             52

Property and equipment, net                                               4,001
                                                               ----------------
Total Assets                                                   $          4,053
                                                               ================

                                 LIABILITIES AND
                         STOCKHOLDERS' EQUITY (DEFICIT)

Current liabilities
  Accounts payable and accrued expenses                        $         42,335
  Loans from officer                                                     12,530
                                                               ----------------
           Total current liabilities                                     54,865
                                                               ----------------
Commitments and contingencies

Stockholders' equity (deficit)

  Common stock; $.0001 par value; 50,000,000 shares
   authorized; 198,063 shares issued and outstanding                         20
  Paid-in capital                                                     8,968,303
  Accumulated deficit                                                (9,019,135)
                                                               ----------------
        Total stockholders' equity (deficit)                            (50,812)
                                                               ----------------
Total Liabilities and Stockholders' Equity (Deficit)           $          4,053
                                                               ================

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

<PAGE>
                     ADVANCED 3-D ULTRASOUND SERVICES, INC.
                            STATEMENTS OF OPERATIONS

                                                 Three Months Ended March 31,

                                                    2005             2004
                                              ----------------  ---------------
Revenues                                      $            -    $           -
                                              ----------------  ---------------
Expenses

  Selling, general and administrative                   16,496           41,675
                                              ----------------  ---------------
        Total expenses                                  16,496           41,675
                                              ----------------  ---------------

Other income (expense)

  Interest expense                                        (217)            (134)
                                              ----------------  ---------------
        Total other income (expense)                      (217)            (134)

                                              ----------------  ---------------
Net loss                                      $        (16,713) $       (41,809)
                                              ================  ===============
Loss per common share                         $          (0.08) $         (0.34)
                                              ================  ===============
Weighted average common
   shares outstanding                                  198,063          122,552
                                              ================  ===============

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

<PAGE>
                     ADVANCED 3-D ULTRASOUND SERVICES, INC.
                            STATEMENTS OF CASH FLOWS

                                                         Three Months Ended
                                                               March 31,
                                                      -------------------------
                                                          2005          2004
                                                      -----------   -----------
Cash flows from operating activities

  Net loss                                            $   (16,713)  $   (41,809)
                                                      -----------   -----------
  Adjustments to reconcile net loss to net
     cash used in operating activities:
      Depreciation                                            238           -
      Increase in deposits                                    -            (200)
      Increase in accounts payable and
       accrued expenses                                     3,884         5,408
                                                      -----------   -----------
          Total adjustments                                 4,122         5,208
                                                      -----------   -----------
       Net cash used in operating activities              (12,591)      (36,601)
                                                      -----------   -----------

Cash flows from investing activities
  Purchase of equipment                                       -            (898)
                                                      -----------   -----------
Cash flows from financing activities
  Proceeds from sale of common stock                          -          80,000
  Proceeds from officer loans                              12,530           -
                                                      -----------   -----------
       Net cash provided by financing activities           12,530        80,000
                                                      -----------   -----------
Net increase (decrease) in cash                               (61)       42,501

Cash, beginning of period                                     113             3
                                                      -----------   -----------
Cash, end of period                                   $        52   $    42,504
                                                      ===========   ===========

Supplemental disclosures of noncash investing and financing activities:
     Professional  fees financed  through loans from officers totaled $6,430 and
     $0 for the three months ended March 31, 2005 and 2004, respectively.

Cash flow information:
                                                          2005          2004
                                                      -----------   -----------
    Cash paid for interest                            $       -     $       134
    Cash paid for income taxes                                -             -


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

<PAGE>
                     Advanced 3-D Ultrasound Services, Inc.

                          NOTES TO FINANCIAL STATEMENTS

                                 MARCH 31, 2005

The information  presented herein as of March 31, 2005, and for the three-months
ended March 31, 2005 and 2004, is unaudited.

(1)   Basis of Presentation:
      ---------------------

The accompanying financial statements of Advanced 3-D Ultrasound Services,  Inc.
(the  Company)  have  been  prepared  in  accordance  with  generally   accepted
accounting   principles  for  interim   financial   information   and  with  the
instructions to Form 10-QSB and item 310(b) of Regulation S-B. 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  required  adjustments)
considered necessary for a fair presentation have been included.

Operating  results for the  three-month  period  ended March 31,  2005,  are not
necessarily  indicative  of the results that may be expected for the year ending
December 31, 2005. For further  information,  refer to the financial  statements
and  footnotes  included in the  Company's  annual report of Form 10-KSB for the
year ended December 31, 2004.

Net loss per common share is computed in  accordance  with the  requirements  of
Statement  of  Financial  Accounting  Standards  No.  128 (SFAS  128).  SFAS 128
requires net loss per share  information to be computed using a simple  weighted
average of common shares outstanding during the periods presented.  In computing
diluted loss per share,  warrants  exercisable  into common shares were excluded
because the effect is antidilutive.

(2)   Stock Transactions:
      -------------------

During the three months ended March 31, 2004,  the Company sold 16,000 shares of
common stock for cash of $80,000.

(3)   Related Party Transactions:
      --------------------------

During the three months ended March 31, 2005, an officer and  stockholder of the
Company loaned $12,530 to the Company. This loan is unsecured, bears interest at
10% and is due on demand.  Accrued interest as of March 31, 2005 is $217 related
to this loan.

(4)   Going Concern:
      --------------

As shown in the  accompanying  financial  statements,  the Company has  incurred
recurring  losses from  operations  and at March 31, 2005,  the  Company's  cash
balance  was $52 and its current  liabilities  exceeded  its  current  assets by
$54,813.

Management has taken several actions to ensure that the Company will continue as
a going concern through March 31, 2006,  including obtaining written commitments
from certain  officers of the Company to fund future  operations  as needed.  In
addition,  the Company expects to continue to receive funds from the sale of its
common  stock.  Management  believes  these  actions  will enable the Company to
continue as a going concern  through March 31, 2006.  There can be no assurance,
however,  that the  Company  will raise  funds  from the sale of its  securities
beyond those disclosed in these financial statements.


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

PLAN OF OPERATION

Currently the Company plans to acquire a profitable business. Company management
is currently investigating potential business acquisitions.

Previously, the Company's plans included developing a profitable business in 3-D
fetal photography. In response to the Companys' decision to pursue this business
venture, the Company changed its name to Advanced 3-D Ultrasound Services,  Inc.
at its shareholders meeting on May 2, 2003.  Subseqently,  as a result of recent
concerns  of the FDA  related to  non-diagnostic  ultrasounds,  the  Company has
decided not to enter this market. The Company is presently  evaluating potential
businesses,  but as of the date of this report,  has not determined in what type
of business it will engage.

In  furtherance  of  pursuing a business in 3-D fetal  photography,  the Company
entered  into  leases  for  office  space and a  photograph  center,  which have
subsequently  expired or were  cancelled  and not  renewed.  This lease was also
cancelled  during August 2004.  The  company's  officers are working out of home
offices at this time.

In  August  2004  the  Company  entered  into  consulting  agreements  with  six
individuals.  These individuals will provide consulting services in the areas of
marketing,  business  planning and legal  services for a period of one year. The
consultants  each  received  5,850  shares of common stock in exchange for their
services.

The Company's  plans to acquire a profitable  business will require  additional
funds.  Once a business  acquisition  is  identified,  the Company plans to fund
acquisitions through the sale of common stock.

In 2002, the Company  adopted a  subscription  agreement to raise  $300,000.  In
2003, the Company received $164,300 from sales of common stock. This funding was
used to fund certain  consulting  agreements,  which have since expired,  and to
fund administrative costs.

In January 2004, the Company issued a private  placement  memorandum to issue up
to  1,000,000  common  shares at $5.00 per  share to raise up to  $5,000,000  to
develop and operate imaging centers to provide  ultrasound  pictures of fetuses.
The  funds  raised  were to have  been used for  development  costs,  equipment,
salaries,  marketing and future public offering costs.  The plans to develop and
operate imaging centers are currently on hold.

In 2004, the Company received  $230,000 from sales of common stock. This funding
has been spent on development costs, salaries and other administrative costs.

Administrative costs in 2005 have been funded from loans from one of the Company
officers totaling $12,530.


Item 3.  CONTROLS AND PROCEDURES

     (a) Evaluation of disclosure controls and procedures.

The Company's principal executive officer and principal financial officer, after
evaluating the effectiveness of the Company's disclosure controls and procedures
(as defined in Exchange Act Rules  13a-15 & 15d-15)  within 90 days prior to the
filing  of this  report,  has  concluded  that,  based on such  evaluation,  the
Company's  disclosure  controls and  procedures  were  adequate and effective to
ensure that material  information relating to the Company was made known to them
by others within those  entities,  particularly  during the period in which this
Quarterly Report on Form 10-QSB was being prepared.

     (b) Changes in internal controls.

There were no significant changes in the Company's internal controls or in other
factors that could significantly affect these controls subsequent to the date of
their  evaluation,  nor were  there any  significant  deficiencies  or  material
weaknesses  in the  Company's  internal  controls.  Accordingly,  no  corrective
actions were required or undertaken.

<PAGE>

Part II. Other Information

Item 1.  Legal Proceedings.

NONE


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

NONE


Item 3.  Defaults Upon Senior Securities

NONE


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

NONE


Item 5.  Other Information

NONE


Item 6.  Exhibits and Reports on Form 8-K

Exhibit   Description                                                    Number

(2)  Plan of Acquisition, Reorganization,
     Arrangement, Liquidation or Succession.............................   None

(3)  (i)    Articles of Incorporation...................................      *

     (ii)   By-Laws.....................................................     **

     (iii)  Articles of Amendment (Name Change).........................    ***

(4)  Instruments defining the rights of holders, including Indentures

     (a)    Subscription Agreement......................................   None

     (b)    Warrant Agreement...........................................      *

     (c)    Warrant Resolution dated March 2, 2000......................    ***

(10) Material contracts.................................................   None

(11) Statement re: computation of per share earnings..................Note 1 to
                                                                      Financial
                                                                     Statements

(15) Letter re: Unaudited Interim Financial Information.................   None

(18) Letter on change in accounting principles..........................   None

(19) Report Furnished to Security Holders ..............................   None

(22) Published report regarding matters submitted to vote...............   None

(23) Consents of Experts and Counsel....................................   None

(24) Power of Attorney..................................................   None

(31) Certification of Chief Executive
     Officer and Chief Financial Officer................................   ****

(32) Certification  pursuant to 18 U.S.C. Section
     1350, as adopted pursuant to Section 906 of the
     Sarbanes-Oxley Act of 2002.........................................   ****

(99) Additional Exhibits................................................   None


     * Previously  filed with Form 10-SB on November 23, 1998.
    ** Previously  filed with Form  10-SBA No. 1 on  February  2, 1999.
   *** Previously filed with Form 10KSB filed March 29, 2001.
  **** Filed herewith


(b) REPORTS ON FORM 8-K:

None

<PAGE>

                                   SIGNATURES

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

                                      ADVANCED 3-D ULTRASOUND SERVICES, INC.



Dated: May 6, 2005                 By: /s/ David Weintraub
                                      --------------------------
                                      David Weintraub
                                      Chief Executive Officer
                                      Chief Financial Officer