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 quarter ended March 31, 2006



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

For the transition period from to

Commission File No. 333-123774



Celtic Cross Ltd.

(Name of Small
Business Issuer in its Charter



NEVADA

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

(State or Other Jurisdiction of                      
(I.R.S. Employer I.D. No.)

incorporation or organization)





1172 Manitou Dr., NW

P.O. Box 363

Fox Island, WA 98333



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

(Address of Principle Executive Offices)



Issuer's Telephone
Number:



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 Company was
required to file such reports). And (2) has been subject to such filing
requirements for the past 90 days.

(1) Yes X No (2) Yes X No

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



Indicate by check mark whether
    the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
    Act) Yes [  ] No [x]





(APPLICABLE ONLY TO
CORPORATE ISSUERS)

State the number of shares
outstanding of each Issuer's classes of common equity, as of the latest
practicable date:

March 31, 2006: Common Stock-3,390,000 shares



DOCUMENTS INCORPORATED BY REFERENCE



A description of any "Documents
Incorporated by Reference" is contained in Item 6 of this report.

Transitional Small Business Issuer
Format            
Yes                
No     X

-----              
-----





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CELTIC CROSS LTD.



TABLE OF CONTENTS



PART I. FINANCIAL INFORMATION                                                                                                                                                            
PAGE



Item 1. Financial Statements
(unaudited):

Balance
Sheet as of March 31, 2006                                                                                                                                                                            
6



Statements of Operations for the three months ended

March 31, 2006 and 2005 and from February 25, 2004 (Inception) through

March 31, 2006                                                                                                                                                                                                               
7



Statements of Cash Flows for the three months ended

March 31, 2006 and 2005 and from February 25, 2004 (Inception) through

March 31, 2006                                                                                                                                                                                                               
8



Notes to Financial Statements for three
months ended March 31, 2006 (unaudited)                                                                                    
9-13



Item 2. Management's Plan of
Operations                                                                                                                                                          
11-12



Item 3. Controls and Procedures



PART II. OTHER INFORMATION



Item 1. Legal Proceedings                                                                                                                                                                                           
12



Item 2. Changes in
Securities                                                                                                                                                                                     
12



Item 3. Defaults upon Senior
Securities                                                                                                                                                                   
12



Item 4.
Submission of Matters to a Vote of Securities Holders                                                                                                                            
12



Item 5. Other Information                                                                                                                                                                                            
12



Item 6. Exhibits and
Reports on Form 8 - K                                                                                                                                                             
13



Signatures and
Certifications                                                                                                                                                                                
13-15





---







PART I - FINANCIAL INFORMATION

Item 1. Financial Statements

The Financial Statements of the Company required to be filed with this 10-QSB
Quarterly Report were prepared by management and commence on the following page,
together with related Notes. In the opinion of management, these Financial
Statements fairly present the financial condition of the Company, but should be
read in conjunction with the Financial Statements of the Company for the year
ended December 31, 2005 previously filed with the Securities and Exchange
Commission. The unaudited financial statements included herein reflect all
normal recurring adjustments that, in the opinion of management, are necessary
for fair presentation. The results for the interim period are not necessarily
indicative of the results to be expected for a full year.











---



CELTIC CROSS, LTD.

(A Development Stage
Company)



Unaudited Financial
Statements



For the Three Months
Ended March 31, 2006,

and the Period of
February 25, 2004 (date of inception)

through March 31, 2006

















---



Celtic Cross, Ltd.

(A Development Stage
Company)

Balance Sheets

(Unaudited)



March 31,2006AssetsCurrent assetsCash
      $                          
      62Prepaid rent
      and deposits (note 5)
      1,304Total current assets
      1,366Fixed assetsOffice and
      computer equipment
      4,222Less
      accumulated depreciation
      (3,676)Net fixed assets
      546Other assetsIntangible
      asset (note 3)
      33,100Total other assets
      33,100Total assets
      $                   
        35,012Liabilities
      and Stockholders' DeficitCurrent
      liabilitiesAccounts
      payable
      $                   
      21,520Current portion
      - note payable (note 3)
      2,122Total current liabilities
      23,642Long-term
      liabilitiesNote payable,
      less current portion (note 3)
      24,785Total long-term liabilities
      24,785Total
      liabilities
      48,427Stockholders'
      deficit (note 4):Common stock;
      $.001 par value, 75,000,000 sharesauthorized,
      3,390,000 shares issued & outstanding
      3,390Additional
      paid-in capital
      72,010Deficit
      accumulated during development stage
      (88,815)Total stockholders' deficit
      (13,415)Total
      liabilities and stockholders' deficit
      $ 35,012


See accompanying notes to unauditedfinancial statements.

---

Celtic Cross, Ltd.

(A Development Stage
Company)

Statements of Operations

(Unaudited)



February 25,Three months
      
      Three months
      
      2004 (inception)ended March 31,
      
      ended March 31,
      
      through March 31,2006
      
      2005
      
      2006Revenues
      
      $                  
      -
      
      $                         
      -
      
      $-ExpensesConsulting fees
      - related party (note 2)
      
      -
      
      -
      
      15,000Product and
      business development
      
      446
      
      426
      
      9,311Travel, meals
      and entertainment
      
      483
      
      298
      
      5,810Legal fees
      
      2,537
      
      1,229
      
      8,675Audit and
      accounting
      
      3,000
      
      4,346
      
      18,220Transfer agent
      
      195
      
      -
      
      585Organizational
      costs
      
      -
      
      -
      
      404Rent (note 5)
      
      1,512
      
      386
      
      7,392Depreciation
      
      109
      
      327
      
      3,676Interest
      expense (note 3)
      
      740
      
      790
      
      5,492Other general
      and administrative
      
      765
      
      905
      
      14,250Total expenses
      
      9,787
      
      8,707
      
      88,815Net
      loss & deficit accumulated duringdevelopment
      stage
      
      $                         
        (9,787)
      
      $                          
        (8,707)
      
      $                         
        (88,815)Net
      loss per share
      
      $                             
        (.00)
      
      $                              
        (.00)Weighted average common shares outstanding
      
      3,390,000
      
      3,390,000












See accompanying

---



Celtic Cross, Ltd.

(A Development Stage
Company)

Statements of Cash Flows

(Unaudited)



|                          |                                                         |                                                   |                             |                               |                              |                              | February 25,                
|------------------------- | ------------------------------------------------------- | ------------------------------------------------- | --------------------------- | ----------------------------- | ---------------------------- | ---------------------------- | ----------------------------
|                          |                                                         |                                                   | Three months                |                               | Three months                 |                              | 2004 (inception)            
|                          |                                                         |                                                   | ended Mar. 31,              |                               | ended Mar. 31,               |                              | through Mar. 31,            
|                          |                                                         |                                                   | 2006                        |                               | 2005                         |                              | 2006                        
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|                          | Operating activities                                    |                                                   |                             |                               |                              |                             
|                          | Net
    loss                                            | $        (9,787)                                  |                             | $             
    (8,707)    |                              | $           
    (88,815)   
|                          |                                                         | Adjustments to
    reconcile net loss to net cash |                             |                               |                              |                              |                             
|                          |                                                         | used in
    operations:                           |                             |                               |                              |                              |                             
|                          |                                                         | Depreciation                                      | 109                         |                               | 327                          |                              | 3,676                       
|                          |                                                         | Amortization of prepaid asset                     | 1,512                       |                               |                              |                              |                             
|                          |                                                         | Changes in
    operating assets and liabilities:  |                             |                               |                              |                              |                             
|                          |                                                         |                                                   |                             |                               | -                            |                              | (1,304)                     
|                          |                                                         | Increase in accounts payable                      | 8,583                       |                               | 5,299                        |                              | 21,520                      
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|                          | Net
    cash used in operating activities               | 417                                               |                             | (3,081)                       |                              | (64,923)                    
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|                          | Investing activities                                    |                                                   |                             |                               |                              |                             
|                          |                                                         | Purchase of fixed
    assets                      | -                           |                               | -                            |                              | (4,222)                     
|                          | Net
    cash used in investing activities               | -                                                 |                             | -                             |                              | (4,222)                     
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|Financing activities      |                                                         |                                                   |                             |                               |                             
|                          |                                                         | Issuance of
    common shares for cash            | -                           |                               | -                            |                              | 75,400                      
|                          |                                                         | Principal
    payments on note payable            | (505)                       |                               | (123)                        |                              | (6,193)                     
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|                          | Net
    cash provided by (used in) financing activities | (505)                                             |                             | (123)                         |                              | 69,207                      
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|                          |                                                         | Net increase
    (decrease) in cash               | (88)                        |                               | (3,204)                      |                              | 62                          
|                          |                                                         | Cash at beginning
    of period                   | 150                         |                               | 29,605                       |                              | -                           
|                          |                                                         | Cash at end of
    period                         | $             
      62     |                               | $              
      26,401 |                              | 62                          
|                          |                                                         |                                                   |                             |                               |                              |                              |                             
|Supplemental disclosures: |                                                         |                                                   |                             |                               |                             
|                          | Interest paid for in cash                               | $            
      740                           |                             | $                  
      790 |                              | $               
      5,492
|                          | Non-cash investing and financing activities:            |                                                   |                             |                               |                              |                             
|                          |                                                         | Purchase of
    investment property with          |                             |                               |                              |                              |                             
|                          |                                                         | note payable                                      | $                  
      - |                               | $              
      30,104 |                              | $              
      30,104

See accompanying

---





Celtic Cross, Ltd.

(A Development Stage
Company)

Notes to Financial Statements

For the three months
ended March 31, 2006



1. Organization and Summary of Significant Accounting Policies

This summary of significant accounting policies of Celtic
Cross, Ltd. (a development stage company) (the Company) is presented to assist
in understanding the Company's financial statements. These accounting policies
conform to accounting principles generally accepted in the United States of
America and have been consistently applied in the preparation of the
accompanying financial statements. The Company has not realized revenues from
its planned principal business purpose and, accordingly, is considered to be in
its development stage in accordance with SFAS #7.

BusinessDescription

Celtic Cross, Ltd. (the Company) is a Nevada corporation organized on
February 25, 2004 to acquire timeshares and like entities and facilitate rentals
and sales of the entities and travel packages via its full-service travel
website. The Company has elected a fiscal year end of December 31.



Income Taxes

The Company recognizes the tax effects of transactions in the
year in which such transactions enter into the determination of net income,
regardless of when reported for tax purposes. Deferred taxes are provided in the
financial statements under Financial Accounting Standards Board Statement No.
109 to give effect to the resulting temporary differences which may arise from
differences in the bases of fixed assets, depreciation methods, allowances, and
start-up costs based on the income taxes expected to be payable in future years.
Minimal development stage deferred tax assets arising as a result of net
operating loss carryforwards have been offset completely by a valuation
allowance due to the uncertainty of their utilization in future periods.



Estimates

Preparation of financial statements in accordance with
accounting principles generally accepted in the United States of America
requires the use of estimates, such as depreciation. Because of the use of
estimates inherent in the financial reporting process, actual results could
differ significantly from those estimates.



Fixed Assets

Fixed assets are stated at cost. Depreciation is computed
using the accelerated double-declining method based on estimated useful lives of
3 years.

---



Celtic Cross, Ltd.

(A Development Stage
Company)

Notes to Financial
Statements

For the three months
ended March 31, 2006



1. Organization and Summary of Significant Accounting Policies (continued)

Cash and Cash Equivalents

For the purpose of the statements of cash flows, the Company
considers all highly liquid debt instruments purchased with a maturity of three
months or less to be cash equivalents. The Company had $62 and $150 in cash and
cash equivalents at March 31, 2006 and December 31, 2005, respectively.



Advertising

The Company generally expenses advertising costs as incurred.
No advertising costs were incurred during the period of February 25, 2004
(inception) through March 31, 2006.



Recently Issued Accounting Pronouncements

In December of 2002, the FASB issued SFAS 148, "Accounting
for Stock-Based Compensation - Transition and Disclosure - An Amendment of FASB
Statement No. 123."SFAS 148 provides alternative methods of transition for
a voluntary change to the fair value based method of accounting for stock-based
employee compensation. In addition, the statement amends the disclosure
requirement of Statement No. 123 to require prominent disclosures in both annual
and interim financial statements about the method of accounting for stock-based
employee compensation and the effect of the method used on reported results.



In April 2003, the FASB issued SFAS No. 149, "Amendment of
Statement 133 on Derivative Instruments and Hedging Activities."SFAS No.
149 amends and clarifies financial accounting and reporting for derivative
instruments, including certain derivative instruments embedded in other
contracts and for hedging activities under FASB Statement No. 133, "Accounting for Derivative Instruments and Hedging Activities."SFAS No. 149
is generally effective for contracts entered into or modified after June 30,
2003 and for hedging relationships designated after June 30, 2003.



In May 2003, the FASB issued SFAS No. 150, "Accounting for
Certain Financial Instruments with Characteristics of both Liabilities and
Equity."SFAS No. 150 establishes standards for how an issuer measures
certain financial instruments with characteristics of both liabilities and
equity and requires that an issuer classify a financial instrument within its
scope as a liability (or asset in some circumstances). SFAS No. 150 was
effective for financial statements entered into or modified after May 31, 2003
and otherwise was effective and adopted by the Company in 2003.



---



Celtic Cross, Ltd.

(A Development Stage
Company)

Notes to Financial
Statements

For the three months
ended March 31, 2006

1. Organization and Summary of Significant Accounting Policies (continued)



In May 2005, the FASB issued SFAS No. 154, "Accounting
Changes and Error Corrections, a replacement of APB Opinion No. 20 and FASB
Statement No. 3." This statement changes the requirements for the accounting
for and reporting of a change in accounting principle. Previously, Opinion 20
required that most voluntary changes in accounting principle be recognized by
including in net income of the period of change the cumulative effect of
changing to a new principle. This statement requires retrospective application
to prior periods' financial statements of changes in accounting principle, when
practicable.



None of the above new pronouncements has current application
to the Company, but may be applicable to the Company's future financial
reporting.



Revenue Recognition

As described in Note 3, the Company has acquired an interest in a timeshare
property. Revenues will be recognized upon rent or sale of the property, or when
the Company performs other travel related services. The Company has not
recognized any revenues from its intended business purpose as of March 31, 2006
or December 31, 2005.



Earnings Per Share

The computation of net income (loss) per share of common
stock is based on the weighted average number of shares outstanding during the
period presented. There were no potentially dilutive common share equivalents
outstanding during the periods shownand, accordingly, the computation of net
loss per share on a fully dilutive basis is the same as "primary" net loss per
share.



Foreign Currency

Transactions and balances originally denominated in U.S.
dollars are presented at their original amounts. Transactions and balances in
other currencies are converted into U.S. dollars in accordance with Statement of
Financial Accounting Standards (SFAS) No. 52, "Foreign Currency Translation,"
and are included in determining net income or loss.

Net gains and losses resulting from foreign exchange
transactions are included in the statements of operations and were not material
during the periods presented. The cumulative translation adjustment and effect
of exchange rate changes on cash at March 31, 2006 are not material.

---



Celtic Cross, Ltd.

(A Development Stage
Company)

Notes to Financial
Statements

For the three months
ended March 31, 2006



2.  Related Party Transactions

On April 22, 2004, the Company entered into a consulting
agreement with an entity affiliated with its president/director. The entity was
engaged to perform consulting services and provide office space for the Company
for a term of six months commencing April 22, 2004, in exchange for $15,000. On
December 30, 2004, the president/director resigned from his position with the
Company. The Company did not engage in any related party transactions during the
three months ended March 31, 2006.

For the period of February 25, 2004 (inception) through April
22, 2004 (see above paragraph), office space and services were provided without
charge by the Company's President. Such costs are immaterial to the financial
statements and have not been reflected therein.

3.  Intangible Asset & Long-term Liabilities

The Company has acquired an undivided interest in the
Fairfield Resorts, Inc. (FRI) timeshare resort, along with the rights to
participate in timeshare use, or to allow certain others the use, of a specified
number of days lodging in FRI timeshare properties. These rights are granted in
the form of points. In June of 2004, the Company purchased 315,000 points from
FRI and was given a bonus of 300,000 additional points as an incentive. At March
31, 2006, the Company had accumulated 615,000 points, and will receive 315,000
points on each anniversary date for the next 99 years. The points work as
currency and are redeemable at any time at any FRI resort during the year.
Although the points represent a specific interest in the Grand Desert Resort in
Las Vegas, Nevada, they can be used at any time in exchange for accommodations
at any of the other properties around the world owned by FRI.

As part of its business plan, the Company will put together
travel packages for its customers, providing hotel accommodations at FRI resorts
via redemption of its points. Since the actual undivided ownership interest in
timeshare property real estate has a nominal value (based on the Company's share
of the total cost of FRI resort properties), the entire value of the purchase
price has been assigned to the points acquired in the transaction, which will be
used to generate future cash flows for the Company. The points have been
reported as an intangible asset in accordance with SFAS No. 142, "Goodwill
and Other Intangible Assets." The points do not have a finite useful life
over which to amortize their cost, and will therefore be tested for impairment
in accordance with SFAS No. 142. No impairment had been noted as of March 31,
2006.

The contract sales price of the points was $33,100. During
the period of February 25, 2004 (inception) through December 31, 2005, the
Company made a $2,996 down payment, and principal payments totaling $6,191
resulting in a note payable balance of $27,412 at December 31, 2005. During the
three months ended March 31, 2006, the Company made $505 in principal payments,
for a note payable balance of $26,907 at March 31, 2006. Interest expense from
inception through March 31, 2006, and for the three month periods ended March
31, 2006 and 2005, was $5,492, $740, and $790, respectively.

---



Celtic Cross, Ltd.

(A Development Stage
Company)

Notes to Financial
Statements

For the three months
ended March 31, 2006

3.  Intangible Asset & Long-term Liabilities (Cont'd)

The note which is being financed through FRI carries a 10.99%
annual interest rate with monthly payments of $415 during the 10-year loan
period, and is collateralized by the timeshare property.



4.  Stockholders' Equity

During March and April 2004, the Company issued common stock for cash in
accordance with separate private offering memoranda as follows:

Number of shares
      Price per share
      Cash received900,000
      $ .001
      $ 900950,000
      .01
      9,5001,000,000
      .03
      30,000380,000
      .05
      19,000160,000
      .10
      16,0003,390,000
      
      $ 75,400


---





Celtic Cross, Ltd.

(A Development Stage
Company)

Notes to Financial
Statements

For the three months
ended March 31, 2006

5.  Commitments and Contingencies

The Company entered into a lease agreement for office space
in Nevada for a one-year period commencing April 1, 2005 with monthly rent
payments of $400. The Company paid $4,800 for the entire year of rent up front,
an initial security deposit of $1,200, and $625 for use of the lessor's office
furniture for the term of the lease. Rent expense and amortization of the office
furniture fund for the period ended March 31, 2006 and December 31, 2005 was
$1,512 and $3,809 respectively, resulting in $1,304 and $2,816 of prepaid rent
and deposits at March 31, 2006 and December 31, 2005.

The Company also pays approximately $120 monthly for office
space in Canada, which includes telephone receptionist services. There is no
lease, and the agreement is cancelable at any time. Rent for this office space
totaled $1,445 for 2005. There was no charge in the three months ended March 31,
2006 and $386 charged in the three months ended March 31, 2005.

Total rent expense for the three months ended March 31, 2006
and March 31, 2005 was $1,512 and $386, respectively.



6.  Going Concern Considerations

The accompanying financial statements have been prepared in
conformity with accounting principles generally accepted in the United States of
America, which contemplate continuation of the Company as a going concern.
However, the Company has incurred losses since its inception and has not yet
been successful in establishing profitable operations. These factors raise
substantial doubt about the ability of the Company to continue as a going
concern. Unanticipated costs and expenses or the inability to generate revenues
could require additional financing, which would be sought through bank
borrowings, equity or debt financing, or asset sales. To the extent financing is
not available, the Company may not be able to, or may be delayed in, developing
its services and meeting its obligations.

The Company plans to mitigate the threat to its continuation
by increasing its brand awareness throughout the United States, Europe, the
Caribbean, and all international markets the Internet reaches, as well as to
increase recognition and world wide market awareness by the use of market
advertising, Internet advertising, referral incentive programs and affiliating
with regional rental organizations and travel agents. Management also plans to
offer rental units at popular convention locations using its Fairfield Resorts
timeshare points, as well as other timeshare brands the Company might acquire.
 The Company has developed a full service website to facilitate its ability to
offer not only rental units, that it reserves using Fairfield points, but also
air, cruise, hotel and auto reservations. The Company's long-term goals will be
to increase its timeshare points and to advertise product availability.

The Company will continue to evaluate its projected
expenditures relative to its available cash and to evaluate additional means of
financing in order to satisfy its working capital and other cash requirements.
The accompanying financial statements do not reflect any adjustments that might
result from the outcome of these uncertainties.

---

Item 2. Management's
  Plan of Operations.

Celtic Cross Ltd. was incorporated in the State of Nevada on February 25,
  2004. Since its inception, the Company has not been involved in any
  bankruptcy, receivership or similar proceedings. It has not undergone any
  material reclassification, merger, consolidation, or purchase or sale of a
  significant amount of assets in the ordinary course of business.

GENERAL

The Company is in the business of providing travel bookings
  and timeshare rentals and sales. Celtic Cross Ltd. was formed on February 25,
  2004 as a "For Profit" corporation for the purpose of acquiring the timeshare
  entities discussed herein, and additional like entities going forward
  including a full sales and service Internet Celtic Cross Travel website. Our
  website was completed in the third quarter of 2005. The website offers rental
  accommodations in resorts that are part of Fairfield Resorts Inc. as well as a
  full service travel agency with abilities to reserve airfares, car rentals and
  other hotel accommodations as well. It will also offer timeshare units for
  sale at a price premium to the purchase price paid by the Company.

---



In June of 2004, the Company purchased 315,000 points from Fairfield
  Resorts Inc and was given a bonus of 300,000 additional points as an
  incentive. The Company receives 300,000 points on each anniversary date for
  the next 99 years. The maintenance at the Fairfield facilities are the
  responsibility of Fairfield Resorts Inc., however, the Company pays a monthly
  fee to Fairfield for this service. The maintenance fee is $141.00 per month at
  our current ownership level. The points are redeemable at numerous resort
  locations around the world. These points can be used to rent vacation or
  business use accommodations. The Company books space in the resorts and rents
  these accommodations based on time and market conditions. The Company has not
  been engaged in any operating activities to date.

The Company's website can be viewed at www.celticcrosstravel.com that has a
  link to our internet travel site. The website offers rental accommodations in
  resorts that are part of Fairfield Resorts Inc. as well as a full service
  travel agency with abilities to reserve airfares, car rentals and other hotel
  accommodations. A commission or booking fee is paid to the Company for all air
  fares, cruises, other hotel accommodations, and car rental reservations that
  are booked through the Company's website. This feature of the website is now
  currently active by clicking on "Travel" on the Celtic Cross, Ltd. home page.

The Company purchased the travel website platform from Travelnow.com and
  will receive commissions or booking fees on all travel related reservations
  initiated by Celtic Cross Ltd.

The Company will continue to develop the full service travel website that
  will offer not only our rental units that we reserve using Fairfield points,
  but also Air, Cruise, Hotel and Auto reservations.

The Company does not act as a property manager, real estate agent or
  landlord. The Company will hire these services as needed.

Management believes that a substantial international market
  already exists for independent full service Internet travel websites and the
  non-owned casual usage of fully developed timeshare properties. The timeshare
  facilities are located in every major resort and holiday venue and lend
  themselves to single visitation temporary rental programs as planned by Celtic
  Cross, Ltd. Shared vacation ownership and timeshare is a relatively new real
  estate based business opportunity.



Marketing

According to information from Resort Condominiums, LLC (RCI), our target
  market wants to spend time with family and less time planning trips. 
  Unlike standard hotel rooms, timeshare rental, often with two or three
  bedrooms, can easily accommodate larger families with children and friends or
  couples traveling together in a well-appointed accommodation with social
  activities, entertainment, pools, tennis courts and other free amenities.



Most vacation ownership condominiums have two bedrooms and
  two baths, and unit sizes range from studios to three or more bedrooms. Most
  units include a fully equipped kitchen with dining area, washer and dryer,
  stereo, televisions, VCRs and more. Timeshare resort amenities rival those of
  other top-rated resort properties and may include planned children's
  activities, swimming pools, tennis, Jacuzzi, golf and bicycles as well as spa
  and exercise facilities. Others feature boating, skiing, restaurants and
  equestrian facilities on-site or nearby.



> With vacation rentals, consumers have the opportunity to
>   purchase time at quality resorts offering an array of amenities in popular
>   international destinations. In fact, there are now more than 5,400 resorts in
>   some 100 countries around the world, and annual vacation ownership sales are
>   estimated to be in excess of $9.4 billion. Today, 3 million U.S. households
>   own 4.9 million weeks at nearly 1,600 resorts.

---





Outlook

According to the American Resort Development Association,
    the concept was originated in the French Alps in the 1960s. Now, 44 years
    later, it is firmly positioned as one of the most popular vacation options
    enjoyed by today's leisure travelers. Millions of owners have found
    timeshares' spacious floor plans and home-like amenities very attractive
    when compared with traditional hospitality products. Truly a home away from
    home, vacation ownership provides the space and flexibility needed to easily
    accommodate families and larger traveling parties in single, full service
    accommodations with multi bedroom or attached units. Celtic Cross Ltd.
    believes an even larger market exists for one time single usage of these
    facilities by individuals and families who do not wish to own, but would
    rather rent on an "As Needed" basis from a company such as Celtic Cross Ltd.



LIQUIDITY.



During the next 12 months, the Company will need significant working
    capital to fund its marketing efforts. The Company intends to obtain working
    capital from the sale of product and through private investments made by
    third parties.

Item 3. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this report,
    Celtic carried out an evaluation of the effectiveness of the Company's
    disclosure controls and procedures (as defined by Rule 13-15(e) under the
    Securities Exchange Act of 1934) under the supervision and with the
    participation of Celtic's Chief Executive Officer and Chief Financial
    Officer. Based on and as of the date of such evaluation, the aforementioned
    officers have concluded that Celtic's disclosure controls and procedures
    were effective.



Celtic also maintains a system of internal accounting
    controls that is designed to provide assurance that assets are safeguarded
    and that transactions are executed in accordance with management's
    authorization and properly recorded. This system is continually reviewed and
    is augmented by written policies and procedures, the careful selection and
    training of qualified personnel and an internal audit program to monitor its
    effectiveness.

Changes in Internal Controls

There were no significant changes in Celtic's internal controls or in
    other factors that could significantly affect these controls as of the end
    of the period covered by the report and up to the filing date of this
    Quarterly Report on Form 10-QSB. There were no significant deficiencies or
    material weaknesses, and therefore there were no corrective actions taken.
    It should be noted that any system of controls, however well designed and
    operated, can provide only reasonable, and not absolute, assurance that the
    objectives of the system are met. In addition, the design of any control
    system is based in part upon certain assumptions about the likelihood of
    future events. Because of these and other inherent limitations of control
    systems, there can be no assurance that any design will succeed in achieving
    its stated goals under all potential future conditions, regardless of how
    remote.

PART II - OTHER INFORMATION



> Item 1. Legal Proceedings.



> None

> Item.2.
>     Changes in 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.



> (a) Exhibits
>     
>     The following exhibits are filed herewith:

31.1 Certification
    pursuant to Rule 13a-14(a) or 15d-14(a) under the Securities 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.



> (b) Reports on Form 8-K.
>     None







SIGNATURES

Pursuant to the requirements 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.

CELTIC CROSS LTD







Date: 3/15/06                                                                                  
By: /s/ Howard Bouch

President CFO and Director