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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

FORM 10-QSB/A-1



|[X]   | Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 
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|      | FOR THE QUARTERLY PERIOD ENDED May 31, 2006                                             
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|      | OR                                                                                      
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|[   ] | 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 000-51670

BULLDOG FINANCIAL, INC.



|Nevada                                                         | 38-3707552                       
|-------------------------------------------------------------- | ---------------------------------
|(State or other jurisdiction of incorporation or organization) | (IRS Employer Identification No.)

98 South Holman WayGolden, Colorado  80401(Address of principal executive offices, including zip code.)

(303) 278-0207
(Registrant's telephone number, including area code)

The Company is a Shell company:      Yes [   ]     No   [X]

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes [X] No [   ]

As of July 12, 2006, the Company had 5,772,500 shares of common stock outstanding.

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PART I

ITEM 1.     INTERIM FINANCIAL STATEMENTS



|BULLDOG FINANCIAL, INC.                       
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|(A Development Stage Enterprise)              
|BALANCE SHEETS                                
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|ASSETS                                        
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|LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
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|TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY    
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The accompanying condensed notes are an integral part of these interim financial statements.
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|BULLDOG FINANCIAL, INC.         
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|(A Development Stage Enterprise)
|STATEMENTS OF OPERATIONS        
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|REVENUES                        
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|EXPENSES                        
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|LOSS FROM OPERATIONS            
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|LOSS BEFORE INCOME TAXES        
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|INCOME TAXES                    
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|NET LOSS                        
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The accompanying condensed notes are an integral part of these interim financial statements.

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|BULLDOG FINANCIAL, INC.                    
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|(A Development Stage Enterprise)           
|STATEMENT OF STOCKHOLDERS' EQUITY (DEFICIT)
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|Balance August 23, 2004 (inception)        
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|Balance, August 31, 2004                   
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|Balance, August 31, 2005                   
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|Balance, May 31, 2006 (unaudited)          















The accompanying condensed notes are an integral part of these interim financial statements.
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|BULLDOG FINANCIAL, INC.                         
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|(A Development Stage Enterprise)                
|STATEMENTS OF CASH FLOWS                        
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|CASH FLOWS FROM OPERATING ACTIVITIES            
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|Net cash provided (used) by operating activities
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|CASH FLOWS FROM INVESTING ACTIVITIES            
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|CASH FLOWS FROM FINANCING ACTIVITIES            
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|Net cash provided by financing activities       
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|Change in cash                                  
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|Cash, beginning of period                       
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|Cash, end of period                             
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|SUPPLEMENTAL CASH FLOW DISCLOSURES:             
|Interest paid                                   
|Income taxes paid                               









The accompanying condensed notes are an integral part of these interim financial statements.
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|BULLDOG FINANCIAL, INC.                            
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|(A DEVELOPMENT STAGE ENTERPRISE)                   
|CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
|May 31, 2006                                       

NOTE 1 - BASIS OF PRESENTATION

The foregoing unaudited interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Regulation S-B as promulgated by the Securities and Exchange Commission.  Accordingly, these financial statements do not include all of the disclosures required by generally accepted accounting principles in the United States of America for complete financial statements.  These unaudited interim financial statements should be read in conjunction with the audited financial statements for the period ended August 31, 2005.  In the opinion of management, the unaudited interim financial statements furnished herein include all adjustments, all of which are of a normal recurring nature, necessary for a fair statement of the results for the interim period presented.  Operating results for the nine-month period ending May 31, 2006 are not necessarily indicative of the results that may be expected for the year ending August 31, 2006.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING PRINCIPLES

Going ConcernAs shown in the accompanying financial statements, the Company had an accumulated deficit of $61,544 incurred through May 31, 2006.  The Company has no revenues and has recurring losses from operations.  Management has established plans to begin generating revenues and decrease debt.  Management intends to seek additional capital from new equity securities offerings that will provide funds needed to increase liquidity, fund internal growth and fully implement its business plan. These plans, if successful, will mitigate the factors which raise substantial doubt about the Company'
s ability to continue as a going concern.  The financial statements do not include any adjustments relating to the recoverability and classification of recorded assets, or the amounts and classification of liabilities that might be necessary in the event the Company cannot continue in existence.  The Company anticipates that it will need $60,000 to continue in existence for the following twelve months.  The Company expects to be able to control its cash outflows for contracts purchased based upon funds received.

Recent Accounting PronouncementsIn March 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 156, "Accounting for Servicing of Financial Assets, an Amendment of FASB Statement No. 140," (hereinafter "SFAS No. 156). This statement requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract in any of the following situations: a transfer of the servicer's financial assets that meets the requirements for sale accounting; a transfer of the servicer's financial assets to a qualifying special-purpose entity in a guaranteed mortgage securitization in which the transferor retains all of the resulting securities and classifies them as either available-for-sale securities or trading securities; or an acquisition or assumption of an obligation to service a financial asset that does not relate to financial assets of the

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|BULLDOG FINANCIAL, INC.                            
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|(A DEVELOPMENT STAGE ENTERPRISE)                   
|CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
|May 31, 2006                                       

servicer or its consolidated affiliates. The statement also requires all separately recognized servicing assets and servicing liabilities to be initially recorded at fair value, if practicable and permits an entity to choose either the amortization or fair value method for subsequent measurement of each class of servicing assets and liabilities. The statement further permits, at its initial adoption, a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights, without calling into question the treatment of other available-for-sale securities under Statement No. 115, provided that the available-for-sale securities are identified in some manner as offsetting the entity's exposure to changes in fair value of servicing assets or servicing liabilities that a servicer elects to subsequently measure at fair value and requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position and additional disclosures for all separately recognized servicing assets and servicing liabilities. This statement is effective for fiscal years beginning after September 15, 2006, with early adoption permitted as of the beginning of an entity's fiscal year. Management believes the adoption of this statement will have no immediate impact on the Company's financial condition or results of operations.

In February 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 155, "Accounting for Certain Hybrid Financial Instruments, an Amendment of FASB Standards No. 133 and 140," (hereinafter SFAS No. 155). This statement established the accounting for certain derivatives embedded in other instruments. It simplifies accounting for certain hybrid financial instruments by permitting fair value remeasurement for any hybrid instrument that contains an embedded derivative that would otherwise require bifurcation under SFAS No. 133 as well as eliminating a restriction on the passive derivative instruments that a qualifying special-purpose entity may hold under SFAS No. 140. This statement allows a public entity to irrevocably elect to initially and subsequently measure a hybrid instrument that would be required to be separated into a host contract and derivative in its entirety at fair value (with changes in fair value recognized in earnings) so long as that instrument is not designated as a hedging instrument pursuant to the statement. SFAS No. 140 previously prohibited a qualifying special-purpose entity from holding a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument. This statement is effective for fiscal years beginning after September 15, 2006, with early adoption permitted as of the beginning of an entity's fiscal year.  Management believes the adoption of this statement will have no immediate impact on the Company's financial condition or results of operations.

In May 2005, the Financial Accounting Standards Board, issued Statement of Financial Accounting Standards ("SFAS No. 154"), "Accounting Changes and Error Corrections,"
 which replaces Accounting Principles Board Opinion No. 20, "
Accounting Changes,"
 and SFAS No. 3, "
Reporting Accounting Changes in Interim Financial Statements -- An Amendment of APB Opinion No. 28"
.. SFAS No. 154 provides guidance on accounting for and reporting changes in accounting principle and error corrections.  Management believes the adoption of SFAS No. 154 had no immediate material impact on the Company'
s financial position, results of operations, or cash flows.





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|BULLDOG FINANCIAL, INC.                            
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|(A DEVELOPMENT STAGE ENTERPRISE)                   
|CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
|May 31, 2006                                       

Reclassifications
Certain amounts from prior periods have been reclassified to conform to the current period presentation. This reclassification has resulted in no changes to the Company's accumulated deficit or net losses presented.

Revenue Recognition The Company will recognize revenue from contracts (1) upon actual sale (disposition) of such contracts and (2) upon actual cash collections for ongoing contracts.  With these two types of revenue sources, revenue will thereby be recorded when there is persuasive evidence that an arrangement exists, services have been rendered, the contract price is determinable, and collectibility is reasonably assured (or, in the case of ongoing contracts, actually collected).

Use of EstimatesThe process of preparing financial statements in conformity with accounting principles generally accepted in the United States of America requires the use of estimates and assumptions regarding certain types of assets, liabilities, revenues, and expenses.  Such estimates primarily relate to unsettled transactions and events as of the date of the financial statements.  Accordingly, upon settlement, actual results may differ from estimated amounts.

NOTE 3 - CAPITAL STOCK

The Company is authorized to issue 100,000,000 shares of common stock.  All shares have equal voting rights, are non-assessable and have one vote per share.  Voting rights are not cumulative and, therefore, the holders of more than 50% of the common stock could, if they choose to do so, elect all of the directors of the Company.

In its initial capitalization in August 2004, the Company issued 5,000,000 shares of common stock for a total of $100 cash.  The Company issued an additional 385,000 and 387,500 shares of common stock for $38,500 and $38,750 during the periods ending May 31, 2006 and February 28, 2006, respectively.

NOTE 4 - RELATED PARTY TRANSACTIONS

Accounts payable to related parties represents amounts due to the president and chief executive officer for payment of expenses on behalf of the Company.  At May 31, 2006, the Company owed $29,822 to the president and chief executive officer.  These payables are non-interest bearing and not collateralized.  During the nine-month period ended May 31, 2006, the president loaned $17,170 to the Company.  During the years ended August 31, 2005 and 2004, the president loaned $9,652 and $3,000 to the Company, respectively.

The Company also uses office space of the Company'
s president and chief executive officer and pays no rent.  The value of this space is considered immaterial for financial reporting purposes at May 31, 2006.  There is no rental agreement and the Company has plans to locate to a permanent office in the near future.



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|BULLDOG FINANCIAL, INC.                            
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|(A DEVELOPMENT STAGE ENTERPRISE)                   
|CONDENSED NOTES TO THE INTERIM FINANCIAL STATEMENTS
|May 31, 2006                                       

NOTE - SUBSEQUENT EVENTS

Subsequent to May 31, 2006, the Company paid off payables of $15,000.  Also, subsequent to May 31, 2006, the Company entered into an oral sublease for office space for $500 per month and paid $500 for a deposit and rent for the months of July and August, 2006.





























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ITEM 2.     MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

We were incorporated in the state of Nevada on August 23, 2004.  We have not started operations.  We have not generated revenues from operations, but must be considered a start-up business. Our statutory registered agent in Nevada is The Corporation Trust Company of Nevada, 6100 Neil Road, Suite 500, Reno, Nevada 89511.  Our business office is located at 98 South Holman Way, Golden, Colorado 80401. Our telephone number is (303) 278-0207.  This is the office of Scott D. McDowell,  our president.  Mr. McDowell allows us to use his office rent free.  We do not pay any rent to Mr. McDowell  and there is no agreement to pay any rent in the future.  Upon the completion of our offering, we intend to establish an office at a new location in the city of Golden, Colorado.  We intend to rent 500 square feet of office space.

We have no plans to change our planned business activities or to combine with another business, and we are not aware of any events or circumstances that might cause these plans to change.

On May 25, 2006, we completed our public offering by selling 772,500 shares at $0.10 per share, totaling $77,250. We will begin our operations as described in the Business section of our Registration Statement immediately.

We have not conducted any market research into the likelihood of success of our operations.

Plan of Operations

This section of the report includes a number of forward-looking statements that reflect our current views with respect to future events and financial performance. Forward-looking statements are often identified by words like: believe, expect, estimate, anticipate, intend, project and similar expressions, or words which, by their nature, refer to future events. You should not place undue certainty on these forward-looking statements, which apply only as of the date of this report. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical results or our predictions.

We are a start-up stage corporation and have not started operations or generated or realized any revenues from our business operations.

Our auditors have issued a going concern opinion. This means that our auditors believe there is substantial doubt that we can continue as an on-going business for the next twelve months unless we obtain additional capital to pay our bills. This is because we have not purchased any contracts or generated any revenues from the development. We believe the technical aspects of our website will be sufficiently developed to use for our operations 90 days from the completion of our public offering.  We must raise cash from operations. Our only other source for cash at this time is investments by others in our company. We must raise cash to implement our project and begin our operations. Even if we raise the maximum amount of money in our public offering, we do not know how long the money will last, however, we do believe it will last twelve months. We will begin operations immediately because we raised the minimum amount of money from our public offering.



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We cannot guarantee that once we begin operations we will stay in business after operations have commenced.  Further, if we are unable to attract enough clients to utilize our services, we may quickly use up the proceeds from the minimum amount of money from our public offering and will need to find alternative sources, like a second public offering, a private placement of securities, or loans from our officers or others in order for us to maintain our operations.  At the present time, we have not made any arrangements to raise additional cash, other than through our public offering.

If we need additional cash and cannot raise it, we will either have to suspend operations until we do raise the cash, or cease operations entirely.  Since we have raised the minimum amount of money from our public offering, we expect it to last a year but with limited funds available to develop growth strategy.  If we raise the maximum amount, we believe the money will last a year and also provide funds for growth strategy.  If we raise less than the maximum amount and we need more money we will have to revert to obtaining additional money as described in this paragraph. Other than as described in this paragraph, we have no other financing plans.

Because we have raised the minimum amount in our public offering, we believe we can satisfy our cash requirements during the next twelve months.  We will not be conducting any product research or development.  We will begin to purchase equipment necessary to start operations.  We intend to hire additional employees on an as needed basis.

We intend to accomplish the foregoing through the following milestones:

1.	We have raised the minimum amount of monies in our public offering.  We will rent an office, purchase contracts and obtain the necessary hardware and software to begin servicing the contracts.  Establishing our office will take two to three weeks from the completion of our public offering. We believe that it will cost $20,000 to acquire the equipment and software to begin operations.  We believe it will cost $8,000 to purchase contracts for collection to begin operations.  We have allocated $500.00 per month for office rent.  We intend to hire employees as needed.  Our officers and directors will handle our administrative duties.  This milestone is based upon our officers'
 and directors' previous and current work experiences as well as their life experiences.

2. 	We intend to initiate marketing operations within approximately 20-30 days from setting up our office.  We believe that it will cost a minimum of $20,000 for our marketing campaign. If we raise the maximum amount of proceeds from our public offering, we will devote $60,000 to our marketing program.   Initially, we intend to market our services in the state of Colorado, through traditional sources such as trade magazines, conventions and conferences, newspaper advertising, billboards, telephone directories and flyers / mailers primarily to other purchasers of class "C" commercial paper. We also intend to make personal contact with potential clients which may require us to travel and entertain potential customers.  The extent of our marketing program will be based upon the amount of money we raise in our public offering.   If we raise more than the minimum, we intend to spend more on the quality of the advertisements as well as the volume of advertisements.  Marketing is an ongoing matter that will continue during the life of our operations. We also believe that we should begin to see results from our marketing campaign within 30 days from its initiation, or 90 days from setting up our office.  This milestone is based upon our officers' and directors' previous and current work experiences as well as their life experiences.



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3. 	Within 60 days or less from establishing our office, we will begin servicing contracts.   This milestone is based upon our officers' and directors' previous and current work experiences as well as their life experiences.

In summary, we should be in full operation and receiving orders within 90 days of completing our public offering.

If we cannot generate sufficient revenues to continue operations, we will suspend or cease operations. If we cease operations, we do not know what we will do and we do not have any plans to do anything else.  If this occurs, you will lose all of your investment.

Limited operating history; need for additional capital

There is no historical financial information about us upon which to base an evaluation of our performance. We are in start-up stage operations and have not generated any revenues. We cannot guarantee we will be successful in our business operations. Our business is subject to risks inherent in the establishment of a new business enterprise, including limited capital resources and possible cost overruns due to price and cost increases in services and products.

We have no assurance that future financing will be available to us on acceptable terms. If financing is not available on satisfactory terms, we may be unable to continue, develop or expand our operations. Equity financing could result in additional dilution to existing shareholders.

From Inception on August 23, 2004 to May 31, 2006

During this period we incorporated the company, hired the attorney, and hired the auditor for the preparation of our Form SB-2 Registration Statement.  We have prepared an internal business plan.  Our loss since inception is $61,544.  We have not started our proposed business operations and will not do so until we have completed our public offering. We expect to begin operations ninety days after we complete our public offering.

Since inception, we sold 5,000,000 shares of common stock to our officers and directors for $100 and 772,500 shares of common stock to other investors for $77,250 in cash.

Accounts payable

Accounts payable of $61,471 was recorded at May 31, 2006, represented by liabilities, including $29,822 of related party liabilities.  These liabilities were accrued during the year ended May 31, 2006.



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Liquidity and capital resources

As of the date of this quarterly report, we have yet to generate any revenues from our business operations.

In August 2004, we issued 5,000,000 shares of common stock pursuant to the exemption from registration contained in section 4(2) of the Securities Act of 1933.  This was accounted for as a sale of common stock.

As of May 31, 2006, our total assets were $77,277 in cash and our total liabilities were $61,471 comprised of an officer loan of $29,822 and accounts payable of $31,649, Scott D. McDowell, our president, loaned us the sum of $29,822 to pay for legal, accounting and other expenses associated with our public offering.  The amount due Mr. McDowell will not be repaid from the proceeds of our public offering, but will only be paid from revenues generated from our operations.  The loan is without interest and the agreement with Mr. McDowell is oral.  There is no written documentation evidencing the same.

Recent accounting pronouncements

In March 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 156, "Accounting for Servicing of Financial Assets, an Amendment of FASB Statement No. 140," (hereinafter "SFAS No. 156). This statement requires an entity to recognize a servicing asset or servicing liability each time it undertakes an obligation to service a financial asset by entering into a servicing contract in any of the following situations: a transfer of the servicer's financial assets that meets the requirements for sale accounting; a transfer of the servicer's financial assets to a qualifying special-purpose entity in a guaranteed mortgage securitization in which the transferor retains all of the resulting securities and classifies them as either available-for-sale securities or trading securities; or an acquisition or assumption of an obligation to service a financial asset that does not relate to financial assets of the servicer or its consolidated affiliates. The statement also requires all separately recognized servicing assets and servicing liabilities to be initially recorded at fair value, if practicable and permits an entity to choose either the amortization or fair value method for subsequent measurement of each class of servicing assets and liabilities. The statement further permits, at its initial adoption, a one-time reclassification of available-for-sale securities to trading securities by entities with recognized servicing rights, without calling into question the treatment of other available-for-sale securities under Statement No. 115, provided that the available-for-sale securities are identified in some manner as offsetting the entity's exposure to changes in fair value of servicing assets or servicing liabilities that a servicer elects to subsequently measure at fair value and requires separate presentation of servicing assets and servicing liabilities subsequently measured at fair value in the statement of financial position and additional disclosures for all separately recognized servicing assets and servicing liabilities. This statement is effective for fiscal years beginning after September 15, 2006, with early adoption permitted as of the beginning of an entity's fiscal year. Management believes the adoption of this statement will have no impact on the Company's financial condition or results of operations.



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In February 2006, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 155, "Accounting for Certain Hybrid Financial Instruments, an Amendment of FASB Standards No. 133 and 140," (hereinafter SFAS No. 155). This statement established the accounting for certain derivatives embedded in other instruments. It simplifies accounting for certain hybrid financial instruments by permitting fair value remeasurement for any hybrid instrument that contains an embedded derivative that would otherwise require bifurcation under SFAS No. 133 as well as eliminating a restriction on the passive derivative instruments that a qualifying special-purpose entity may hold under SFAS No. 140. This statement allows a public entity to irrevocably elect to initially and subsequently measure a hybrid instrument that would be required to be separated into a host contract and derivative in its entirety at fair value (with changes in fair value recognized in earnings) so long as that instrument is not designated as a hedging instrument pursuant to the statement. SFAS No. 140 previously prohibited a qualifying special-purpose entity from holding a derivative financial instrument that pertains to a beneficial interest other than another derivative financial instrument. This statement is effective for fiscal years beginning after September 15, 2006, with early adoption permitted as of the beginning of an entity's fiscal year.  Management believes the adoption of this statement will have no impact on the Company's financial condition or results of operations.

In May 2005, the Financial Accounting Standards Board, issued Statement of Financial Accounting Standards ("SFAS No. 154"), "Accounting Changes and Error Corrections," which replaces Accounting Principles Board Opinion No. 20, "Accounting Changes," and SFAS No. 3, "Reporting Accounting Changes in Interim Financial Statements -- An Amendment of APB Opinion No. 28". SFAS No. 154 provides guidance on accounting for and reporting changes in accounting principle and error corrections.  Management believes the adoption of SFAS No. 154 had no material impact on the financial position, results of operations, or cash flows.

In December 2004, FASB issued SFAS No. 153, "Exchanges of Nonmonetary Assets - An Amendment of APB Opinion No. 29". The guidance in APB Opinion No. 29, "Accounting for Nonmonetary Transactions", is based on the principle that exchanges of nonmonetary assets should be measured based on the fair value of the assets exchanged. The guidance in that Opinion, however, included certain exceptions to that principle. SFAS No. 153 amends Opinion No. 29 to eliminate the exception for nonmonetary exchanges of similar productive assets and replaces it with a general exception for exchanges of nonmonetary assets that do not have commercial substance. A nonmonetary exchange has commercial substance if the future cash flows of the entity are expected to change significantly as a result of the exchange.  The adoption of this standard is not expected to have a material effect on the Company's results of operations or financial position.

In December 2004, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standard (SFAS) No. 123R, "Share Based Payment." SFAS 123(R) is a revision of SFAS No. 123 "Accounting for Stock-Based Compensation", and supersedes APB Opinion No. 25, "Accounting for Stock Issued to Employees" and its related implementation guidance. SFAS 123(R) establishes standards for the accounting for transactions in which an entity exchanges its equity instruments for goods or services. It also addresses transactions in which an entity incurs liabilities in exchange for goods or services that are based on the fair value of the entity's equity instruments or that may be settled by the issuance of those equity instruments. SFAS 123(R) focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment



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transactions. SFAS 123(R) does not change the accounting guidance for share-based payment transactions with parties other than employees provided in SFAS 123 as originally issued and Emerging Issues Task Force Issue No. 96-18, "Accounting for Equity Instruments That Are Issued to Other Than Employees for Acquiring, or in Conjunction with Selling, Goods or Services." SFAS 123(R) does not address the accounting for employee share ownership plans, which are subject to AICPA Statement of Position 93-6, "Employers' Accounting for Employee Stock Ownership Plans." SFAS 123(R) requires a public entity to measure the cost of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award (with limited exceptions). That cost will be recognized over the period during which an employee is required to provide service in exchange for the award - the requisite service period (usually the vesting period). SFAS 123(R) requires that the compensation cost relating to share-based payment transactions be recognized in financial statements. That cost will be measured based on the fair value of the equity or liability instruments issued. The scope of SFAS 123(R) includes a wide range of share-based compensation arrangements including share options, restricted share plans, performance-based awards, share appreciation rights, and employee share purchase plans.  The adoption of this standard is not expected to have a material effect on the Company's results of operations or financial position.

ITEM 3.     CONTROLS AND PROCEDURES.

(a)     Evaluation of Disclosure Controls and Procedures: Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported, within the time period specified in the SEC's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in the reports filed under the Exchange Act is accumulated and communicated to management, including the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of the end of the period covered by this report, we carried out an evaluation, under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures. Based upon and as of the date of that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed in the reports our files and submits under the Exchange Act is recorded, processed, summarized and reported as and when required.

(b)     Changes in Internal Control over Financial Reporting: There were no changes in our internal control over financial reporting identified in connection with our evaluation of these controls as of the end of the period covered by this report that could have affected those controls subsequent to the date of the evaluation referred to in the previous paragraph, including any correction action with regard to deficiencies and material weakness.

There were no changes in our internal controls or in other factors that could affect these controls subsequent to the date of their evaluation, including any deficiencies or material weaknesses of internal controls that would require corrective action.



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PART II  OTHER INFORMATION

ITEM 2.     CHANGES IN SECURITIES AND USE OF PROCEEDS.

On August 31, 2005, the Securities and Exchange Commission declared our Form SB-2 Registration Statement effective, file number 333-120689, permitting us to offer up to 2,500,000 shares of common stock at $0.10 per share.  There is no underwriter involved in our public offering.  On May 25, 2006, we completed our public offering by selling 772,500 shares at $0.10 per share, totaling $77,250.  None of the proceeds were used during the quarter ended May 31, 2006.

ITEM 6.     EXHIBITS.

The following documents are included herein:



|Exhibit No. | Document Description                                                                                                                                         
|----------- | -------------------------------------------------------------------------------------------------------------------------------------------------------------
|            |                                                                                                                                                              
|31.1        | Certification of Principal Executive Officer pursuant to Rule 13a-15(e) and 15d-15(e), promulgated under the Securities and Exchange Act of 1934, as amended.
|            |                                                                                                                                                              
|32.1        | Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (Chief Executive Officer).            























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SIGNATURES

In accordance with Section 13 or 15(d) of the Securities and Exchange Act, the registrant has duly caused this amended report to be signed on its behalf by the undersigned, thereunto duly authorized, on this 24th day of July, 2006.



| | BULLDOG FINANCIAL, INC.
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| | BY:                    
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