UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                  FORM 10-QSB/A


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

                  FOR THE QUARTERLY PERIOD ENDED: JUNE 30, 2005

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

                        For the transition period from to

                        Commission file number 000-51206

                            Diamond Ranch Foods, Ltd.
        (Exact name of small business issuer as specified in its charter)

                                     NEVADA
                                  20-1389815
        (State or other jurisdiction of (I.R.S. Employer Identification
No.)
Incorporation or organization)

                                555 West Street
                               New York, NY 10014
                    (Address of principal executive offices)

                                                       (212) 807-7600
                           (Issuer's telephone number)

[X]      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.

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         As of June 30,  2005,  there  were  56,696,150  shares of the  Issuer's
common stock, par value $0.0001, issued.

Transitional Small Business Disclosure Format (check one).   Yes      ;  No   X
                                                                 ----       ----


<PAGE>






                                Explanatory Note


We are filing this  Amendment No. 1 to our  Quarterly  Report on Form 10-QSB for
the quarter ended June 30, 2005 respond to certain comments  received by us from
the Staff of the Securities and Exchange  Commission  ("SEC") in connection with
its review of our Registration Statement on Form 10SB12G/A (File No.000-51206).

For convenience and ease of reference we are filing this Quarterly Report in its
entirety with the applicable  changes.  Unless otherwise stated, all information
contained in this  amendment  is as of August 19,  2005,  the filing date of our
Quarterly  Report on Form  10-QSB for the fiscal  quarter  ended June 30,  2004.
Accordingly,  this  Amendment  No. 1 to the  Quarterly  Report on Form  10-QSB/A
should be read in conjunction with our subsequent filings with the SEC.


<PAGE>
                                     PART I

ITEM 1.  FINANCIAL STATEMENTS

                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                                 BALANCE SHEETS

                                           (Unaudited)
                                             June 30,            March 31,
ASSETS:                                        2005                2005
                                        ------------------  ------------------
Current Assets:
     Inventory                          $          214,056  $          163,909
     Accounts Receivable                         1,582,350           1,282,159
                                        ------------------  ------------------

          Total Current Assets                   1,796,406           1,446,068
                                        ------------------  ------------------

Fixed Assets - Net                                 349,980             366,313
                                        ------------------  ------------------

Other Assets:
     Deposits                                       21,800              21,800
                                        ------------------  ------------------

          Total Other Assets                        21,800              21,800
                                        ------------------  ------------------

     Total Assets                       $        2,168,186  $        1,834,181
                                        ==================  ==================





<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                                 BALANCE SHEETS
                                   (Continued)

<TABLE>
<CAPTION>

                                                                                  (Unaudited)
                                                                                   June 30,           March 31,
LIABILITIES & STOCKHOLDERS' EQUITY                                                  2005                2005
                                                                             ------------------  ------------------
Current Liabilities:
<S>                                                                          <C>                 <C>
     Bank Overdraft                                                          $          314,022  $          328,788
     Accounts Payable and Accrued Expenses                                            1,317,813           1,257,420
     Factoring Line of Credit                                                         1,392,659           1,146,093
     Exchange Note                                                                      365,000             440,000
     Capital Lease Obligation                                                            37,020              11,038
                                                                             ------------------  ------------------

          Total Current Liabilities                                                   3,426,514           3,183,339
                                                                             ------------------  ------------------

Non-current Liabilities:
     Capital Lease Obligation                                                                 -              28,186
     Shareholder Loans                                                                  886,000             711,000
     Interest Payable                                                                    21,500              11,114
                                                                             ------------------  ------------------
          Total Long Term Liabilities                                                   907,500             750,300
                                                                             ------------------  ------------------

TOTAL LIABILITIES                                                                     4,334,014           3,933,639
                                                                             ------------------  ------------------

STOCKHOLDERS' EQUITY (DEFICIT)
     Preferred Stock, par value $.0001, 20,000,000 shares
          Authorized, 0 shares issued at March 31, 2005 and 2004                              -                   -
     Common Stock, par value $.0001, 500,000,000 shares
          Authorized, 56,696,150 and 56,621,150 shares issued at
          June 30, 2005 and March 31, 2005                                                5,669               5,662
     Additional Paid-In Capital                                                         976,734             963,992
     Related Party Loans                                                                298,700             199,700
     Retained Earnings (Deficit)                                                     (3,446,931)         (3,268,812)
                                                                             ------------------  ------------------

          Total Stockholders' Equity                                                 (2,165,828)         (2,099,458)
                                                                             ------------------  ------------------

          Total Liabilities and Stockholders' Equity                         $        2,168,186  $        1,834,181
                                                                             ==================  ==================
</TABLE>






                             See accompanying notes


<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
                                                                                 For the Three Months Ended
                                                                                          June 30,
                                                                                   2005               2004
                                                                            ------------------  -----------------

<S>                                                                         <C>                 <C>
Revenues                                                                    $        3,558,356  $       2,377,596
Cost of Goods Sold                                                                   3,061,232          2,174,577
                                                                            ------------------  -----------------
Gross Profit                                                                           497,124            203,019


Expenses:
     Payroll                                                                           284,425            225,441
     Factoring Fee                                                                      75,348             72,922
     Rent Expense                                                                       51,443             38,441
     Depreciation and Amortization                                                      21,901             17,127
     General and Administrative                                                        151,855            157,468
     Sales Commission                                                                   75,258                  -
                                                                            ------------------  -----------------

      Total Expenses                                                                   660,230            511,399
                                                                            ------------------  -----------------

Other Income (Expense)
   Grant                                                                                     -                  -
   Interest Expense                                                                    (15,014)                 -
                                                                            ------------------  -----------------

     Net Loss                                                               $         (178,120) $        (308,380)
                                                                            ==================  =================


Basic & Diluted Income (Loss) Per Share                                     $             0.00  $          (0.01)

                                                                            ==================  =================
Weighted Average Shares Outstanding                                                 56,686,983         28,430,316
                                                                            ==================  =================
</TABLE>












                             See accompanying notes


<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                     For the three months ended
                                                                                              June 30,
                                                                                      2005               2004
                                                                                ----------------- ------------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                             <C>               <C>
Net Loss                                                                        $        (178,120)$         (308,380)
Adjustments to reconcile net loss to net cash
Provided by operating activities
Depreciation and Amortization                                                              21,901             17,127
Stock Issued in Exchange for cancellation of debt                                          12,750
Stock Issued in exchange for services                                                           -                600
(Increase) Decrease in Inventory                                                          (50,147)             9,003
(Increase) Decrease in Accounts Receivable                                               (300,191)           141,678
(Decrease) Increase in Accounts Payable and Accrued Expenses                               60,393           (263,921)
(Decrease) Increase in Interest Payable                                                    10,386            (19,407)
                                                                                ----------------- ------------------
      Net Cash Provided by Operating Activities                                          (423,028)          (423,300)
                                                                                ----------------- ------------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Equipment                                                                      (5,568)                 -
                                                                                ----------------- ------------------
      Net Cash Used in Investing Activities                                                (5,568)                 -
                                                                                ----------------- ------------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on Capital Lease Obligation                                                       (2,204)              (632)
Payment on Convertible Debenture                                                                -           (150,000)
Factoring Payable                                                                         171,566            199,782
Shareholder Loans                                                                         274,000            110,000
Stock Issued in exchange for cash                                                               -              6,000
Additional Paid in Capital                                                                      -            145,458
Bank Overdraft                                                                            (14,766)           112,692
                                                                                ----------------- ------------------
      Net Cash Used in Financing Activities                                               428,596            423,300
                                                                                ----------------- ------------------

Net (Decrease) Increase in Cash and Cash Equivalents                                            -                  -
Cash and Cash Equivalents at Beginning of Period                                                -                  -
                                                                                ----------------- ------------------
Cash and Cash Equivalents at End of Period                                      $               - $                -
                                                                                ================= ==================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Cash paid during the year for:
  Interest                                                                      $               - $                -

SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND
FINANCING ACTIVITIES:
Stock issued in exchange for cancellation of debt                               $          12,750 $              600
Stock issued in asset acquisition agreement                                     $               - $           25,950
</TABLE>


                             See accompanying notes


<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Unaudited)

NOTE 1 - NATURE OF OPERATIONS AND GOING CONCERN

         The Company's consolidated financial statements have been prepared on a
going  concern  basis,   which   contemplates  the  realization  of  assets  and
satisfaction of liabilities in the normal course of business.  The  consolidated
financial  statements do not include any adjustment  relating to  recoverability
and  classification  of recorded amounts of assets and liabilities that might be
necessary should the Company be unable to continue as a going concern.

         The Company has  incurred a net loss for the years ended March 31, 2005
and 2004 of  $1,518,874  and  $927,544,  respectively.  The Company used cash of
$1,415,438 and $1,272,124 in operating  activities for the years ended March 31,
2005 and 2004,  respectively.  As of March 31, 2005 and 2004,  the Company had a
working  capital  deficit of  $1,936,971  and  $1,231,686,  respectively.  These
conditions raise  substantial doubt as to the Company's ability to continue as a
going concern.

         The  Company's  continued  existence is  dependent  upon its ability to
execute its operating plan and to obtain  additional  debt or equity  financing.
There  can be no  assurance  the  necessary  debt or  equity  financing  will be
available, or will be available on terms acceptable to the Company.

         Management  plans include  acquiring  additional  meat  processing  and
distribution  operations and obtaining  additional  financing to fund payment of
obligations  and to provide working capital for operations and to finance future
growth.  The  Company is actively  pursuing  alternative  financing  and has had
discussions  with various third parties,  although no firm commitments have been
obtained. In the interim,  shareholders of the Company have committed to meeting
its  operating  expenses.   Management  believes  these  efforts  will  generate
sufficient  cash flows from future  operations to pay the Company's  obligations
and realize other assets.  There is no assurance any of these  transactions will
occur.

Organization and Basis of Presentation

         The Company was incorporated  under the laws of the State of Florida on
November 30, 1942 under the name Jerry's Inc. The Company  ceased all  operating
activities  during  the  period  from  January  1, 1998 to March 8, 2004 and was
considered  dormant.  On March 8, 2004 the Company  changes its  domicile to the
State of Nevada.  On March 30,  2004,  the  company  changed its name to Diamond
Ranch Foods, Ltd.

         On May 1, 2004,  the  shareholders  of the Diamond  Ranch  Foods,  Ltd.
(formerly  Jerry's Inc.)  completed a stock  purchase  agreement with MBC Foods,
Inc., a Nevada  corporation.  The merger was accounted for as a reverse  merger,
with MBC Foods,  Inc.  being  treated  as the  acquiring  entity  for  financial
reporting  purposes.  In connection with this merger,  Diamond Ranch Foods, Ltd.
(formerly  Jerry's  Inc.)  issued  31,607,650  shares  of  common  stock for the
acquisition of MBC Foods,  Inc. which was recorded as a reverse merger and shown
on the Statement of Stockholders Equity as a net issuance of 25,692,501 shares.

         For financial  reporting  purposes,  MBC Foods, Inc. was considered the
new reporting entity.



<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)


Nature of Business

         The Company is a meat  processing and  distribution  company located in
the  historic  Gansevoort  "meatpacking  district" in lower  Manhattan,  NY. The
Companies operations consist of packing, processing,  labeling, and distributing
products to a customer base, including, but not limited to; in-home food service
businesses,  retailers, hotels, restaurants, and institutions, deli and catering
operators, and industry suppliers.

NOTE 2 - SUMMARY OF ACCOUNTING POLICIES

         This summary of accounting  policies for Diamond  Ranch Foods,  Ltd. is
presented to assist in understanding  the Company's  financial  statements.  The
accounting policies conform to generally accepted accounting principles and have
been consistently applied in the preparation of the financial statements.

Use of Estimates

         The financial  statements  are prepared in conformity  with  accounting
principles  generally accepted in the United States of America. In preparing the
financial  statements,  management is required to make estimates and assumptions
that effect the reported  amounts of assets and  liabilities  and  disclosure of
contingent  assets  and  liabilities  as of the date of the  balance  sheet  and
statement of operations for the year then ended.  Actual results may differ from
these estimates. Estimates are used when accounting for allowance for bad debts,
collectibility  of  accounts  receivable,  amounts  due  to  service  providers,
depreciation and litigation contingencies, among others.

Cash and Cash Equivalents

         For purposes of the statement of cash flows, the Company  considers all
highly liquid debt instruments purchased with a maturity of three months or less
to be cash equivalents to the extent the funds are not being held for investment
purposes.

Revenue recognition

         The Company derives its revenue from the sale of meat products, and the
revenue is recognized when the product is delivered to the customer.

Concentration of Credit Risk

         The Company has no  significant  off-balance  sheet  concentrations  of
credit  risk such as foreign  exchange  contracts,  options  contracts  or other
foreign hedging arrangements.


<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)

Fixed Assets

         Fixed assets are recorded at cost.  Major renewals and improvements are
capitalized,  while  maintenance  and repairs are expensed when incurred.  As of
March 31, 2005, depreciation is computed as follows:

<TABLE>
<CAPTION>
                                                                                Accumulated
                               Cost              Method           Life         Depreciation             Net
                         -----------------  ----------------  ------------  -------------------  ------------------
<S>                      <C>                <C>               <C>           <C>                  <C>
Leasehold
Improvements             $         269,906    Strait Line       10 Years    $            70,280  $          199,626
Office Equipment                   297,608    Strait Line      3-5 Years                130,921             166,687
                         -----------------                                  -------------------
                         $         567,514                                  $           201,201  $          366,313
                         =================                                  ===================  ==================

         As of June 30, 2005, depreciation is computed as follows:


                                                                                Accumulated
                               Cost              Method           Life         Depreciation             Net
                         -----------------  ----------------  ------------  -------------------  ------------------
Leasehold
Improvements             $         269,906    Strait Line       10 Years    $            77,028  $          192,878
Office Equipment                   303,176    Strait Line      3-5 Years                146,074             157,102
                         -----------------                                  -------------------
                         $         573,082                                  $           223,102  $          349,980
                         =================                                  ===================  ==================
</TABLE>

Total  depreciation  expense  for the year  ended  March 31,  2005 and the three
months ended June 30, 2005 was $75,640 and $21,901.

Earnings per Share

         Basic loss per share has been  computed  by  dividing  the loss for the
period  applicable to the common  stockholders by the weighted average number of
common shares outstanding during the years.

         There are 400,000  shares of  outstanding  common stock  equivalents at
June  30,  2004  which  would be  anti-dilutive  and are not  considered  in the
calculation and no dilutive  outstanding common stock equivalents as of June 30,
2005.

Income Taxes

         The Company  accounts  for income  taxes under the  provisions  of SFAS
No.109,  "Accounting  for Income  Taxes." SFAS No.109  requires  recognition  of
deferred  income tax assets and  liabilities  for the expected future income tax
consequences,  based on enacted tax laws, of temporary  differences  between the
financial reporting and tax bases of assets and liabilities.


<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)

Comprehensive Income

         The Company does not have any accumulated  comprehensive  income items,
and therefore, is not required to report comprehensive income.

Inventory

         Inventory  consists of  finished  meat  products,  and is valued at the
lower of cost,  determined on the first-in,  first-out  basis (FIFO),  or market
value.

Advertising

         Advertising costs are expensed as incurred.

Recent Accounting Pronouncements

         In June 2001, the Financial  Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") 141, BUSINESS COMBINATIONS,
and SFAS 142,  GOODWILL AND  INTANGIBLE  ASSETS.  SFAS 141 is effective  for all
business  combinations  completed after June 30, 2001. SFAS 142 is effective for
fiscal years beginning after December 15, 2001;  however,  certain provisions of
this Statement apply to goodwill and other  intangible  assets acquired  between
July 1, 2001 and the  effective  date of SFAS  142.  Major  provisions  of these
Statements and their effective dates for the Company are as follows:

         (a)      All business  combinations  initiated after June 30, 2001 must
                  use  the  purchase  method  of  accounting.   The  pooling  of
                  interests  method  of  accounting  is  prohibited  except  for
                  transactions initiated before July 1, 2001.
         (b)      Intangible  assets acquired in a business  combination must be
                  recorded   separately   from   goodwill  if  they  arise  from
                  contractual  or other legal rights or are  separable  from the
                  acquired entity and can be sold, transferred, licensed, rented
                  or  exchanged,  either  individually  or as part of a  related
                  contract, asset or liability.
         (c)      Goodwill,  as well as intangible assets with indefinite lives,
                  acquired after June 30, 2001, will not be amortized.
         (d)      Effective January 1, 2002, all previously  recognized goodwill
                  and intangible  assets with indefinite lives will no longer be
                  subject to amortization.
         (e)      Effective January 1, 2002, goodwill and intangible assets with
                  indefinite  lives will be tested for  impairment  annually and
                  whenever there is an impairment indicator.
         (f)      Effective  January 1,  2002,  the  useful  life of  intangible
                  assets  with finite  lives will be  evaluated  each  reporting
                  period to determine whether events and circumstances warrant a
                  revision to the remaining period of amortization.
         (g)      All acquired  goodwill must be assigned to reporting units for
                  purposes of impairment testing and segment reporting.


<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)


         On April 1, 2003,  the Company  adopted SFAS 142 and as  required,  the
useful lives of the customer lists were evaluated and the remaining amortization
periods  adjusted  accordingly.  Prior to the  adoption of SFAS 142, the Company
amortized  the customer  lists over an estimated  useful life of fifteen  years.
Since the adoption of SFAS 142, the Company amortizes the customer lists over an
estimated useful life of five years.

NOTE 3 - INCOME TAXES

         As  of  March  31,  2005,   the  Company  had  a  net  operating   loss
carry-forward for income tax reporting  purposes of approximately  $3,270,000 be
offset against  future  taxable income through 2024.  Current tax laws limit the
amount of loss  available  to be offset  against  future  taxable  income when a
substantial  change in  ownership  occurs.  Therefore,  the amount  available to
offset future taxable income may be limited. No tax benefit has been reported in
the financial statements, because the Company believes there is a 50% or greater
chance the  carry-forwards  will expire unused.  Accordingly,  the potential tax
benefits of the loss  carry-forwards are offset by a valuation  allowance of the
same amount.

<TABLE>
<CAPTION>
                                                                         2005                2004
                                                                  ------------------  ------------------
<S>                                                               <C>                   <C>
Net Operating Losses                                                       1,112,152             595,312
Depreciation                                                                  12,282               7,265
Valuation Allowance                                                       (1,124,434)           (602,577)
                                                                  ------------------  ------------------
                                                                                   -                   -
                                                                  ==================  ==================
</TABLE>

         The provision for income taxes differs from the amount  computed  using
the federal US statutory income tax rate as follows:

<TABLE>
<CAPTION>
                                                                         2005                2004
                                                                  ------------------  ------------------
<S>                                                               <C>                 <C>
Provision (Benefit) at US Statutory Rate                                    (516,840)           (307,952)
Depreciation                                                                  (5,017)             (7,265)
Increase (Decrease) in Valuation Allowance                                   521,857             315,217
                                                                  ------------------  ------------------
                                                                                   -                   -
                                                                  ==================  ==================
</TABLE>

The Company evaluates its valuation  allowance  requirements  based on projected
future operations. When circumstances change and causes a change in management's
judgment  about the  recoverability  of deferred  tax assets,  the impact of the
change on the valuation is reflected in current income.





<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)

NOTE 4 - OPERATING LEASE COMMITMENTS

         The  Companies  operating  facility  is a New York City owned  property
consisting  of 7,000 sq. ft. The  Company  leases the space on a  month-to-month
basis.

         Total lease  expense for the three  months ended June 30, 2005 and 2004
was $20,466 and $20,466.

NOTE 5 - CAPITAL LEASE COMMITMENTS

         The  Company  has  entered  into  capital  leases for the  purchase  of
equipment. The future minimum lease payments are as follows:


       Year               Lease Payment
------------------      ------------------
2005                    $           11,038
2006                                 9,959
2007                                10,881
2008                                 7,346
2009                                     -
                        ------------------
Total                   $           39,224
                        ==================

NOTE 6 - NOTES PAYABLE

Notes Payable

         As of March 31, 2004 the Company had an outstanding  short term note in
the amount of $17,500 as shown on the accompanying  balance sheet.  This note is
due on May 7, 2004 and carries a 0% interest rate.

Exchange Note

         As of March 31,  2005 the Company  had an  outstanding  short term loan
with  American  Crest  Capital  in the  amount of  $440,000  and is shown on the
accompanying balance sheet under Exchange Note in the current liability section.
This note is due on demand and carries a 0% interest rate.

Factoring Line of Credit

         On November  25,  2002,  the Company  entered  into an  agreement  with
Platinum  Funding Corp.  where in Platinum Funding will purchase the majority of
the Company's account receivable.  Under the terms of the agreement, the Company
would receive 75 percent of the purchase  price up front and 25 percent would be
held in reserves until the receivables are collected.  Platinum funding extended
up to $ 750,000 of credit.


<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)

         On November  17,  2003,  the Company  entered  into an  agreement  with
American Crest  Capital,  Inc. where in American Crest Capital will purchase the
majority of the Company's account receivable.  Under the terms of the agreement,
the  Company  would  receive 90 percent  of the  purchase  price up front and 10
percent would be held in reserves  until the  receivables  are  collected.  This
agreement  shall last until November 30, 2004. The agreement  shall continue for
successive terms unless written notice of cancellation is received 60 days prior
to completion of the term.  American Crest Capital has extended up to $1,665,000
of credit.

         Under the terms of the agreement American Crest Capital shall receive a
discount for purchasing the accounts receivable.  The discount for the first ten
million dollars in annual volume is as follows
         1.5% if payment of an Accounts  Receivable  is  collected up to 30 days
         3.0% if payment of an Accounts  Receivable is collected  between 31 and
         60 days 4.5% if payment of an Accounts  Receivable is collected between
         61 and 90 days

The      discount  for annual  volume  between  ten  million  dollars to fifteen
         million is as follows:  1.25% if payment of an Accounts  Receivable  is
         collected up to 30 days 2.50% if payment of an Accounts  Receivable  is
         collected  between  31 and 60 days  3.75%  if  payment  of an  Accounts
         Receivable is collected between 61 and 90 days

 The     discount for annual volume in excess of fifteen  million is as follows:
         1.00% if payment of an Accounts  Receivable  is collected up to 30 days
         2.00% if payment of an Accounts  Receivable is collected between 31 and
         60 days 3.00% if payment of an Accounts Receivable is collected between
         61 and 90 days

Full recourse at 5% implemented if an accounts receivable is not collected in 90
days.

         These  factoring  lines  of  credit  have  been  treated  as a  secured
financing  arrangement.  As of March 31, 2004 and 2005 the company had  factored
receivables in the amount of $1,200,176 and $1,177,692 respectively and factored
payables  of as of  March  31,  2004 and 2005  are  $1,080,158  and  $1,146,093.
Discount provided during factoring of the accounts receivable have been expensed
on the accompanying Statements of Operations as Factoring Fees.

Convertible Debenture

         On March 19,  2002,  the Company  issued an  convertible  debenture  in
exchange for value received.  The $150,000 is due and payable, with 6% interest,
on April 1, 2004,  unless  sooner  converted  into shares of common  stock.  The
debenture is convertible into 400,000 shares of common stock of the Company.  As
of March 31, 2005 there was no balance owed on the convertible debenture.




<PAGE>



                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)

NOTE 7 - RELATED PARTY TRANSACTIONS

         As of June 30, 2005 and March 31, 2005,  shareholders have advanced the
Company  $298,700 and $199,700  payable on demand and does not carry an interest
rate.  This  transaction  has  been  recorded  in  the  accompanying   financial
statements as Related Party Loans..

         As of June 30, 2005 and March 31,  2005 the Company has an  outstanding
note payable to a shareholder in the amount of $886,000 and $711,000.  This loan
carries with it an interest  rate of 5% and no payments of interest or principal
are due until the due date of September  30, 2009. As of June 30, 2005 and March
31, 2005 interest on this loan is $21,500 and $11,114. This transaction has been
recorded  in the  accompanying  financial  statements  as Long Term  Shareholder
Loans.

NOTE 8 - MERGER

         On May 1, 2004,  the  shareholders  of the Diamond  Ranch  Foods,  Ltd.
(formerly  Jerry's Inc.)  completed a stock  purchase  agreement with MBC Foods,
Inc., a Nevada corporation.  The merger was - accounted for as a reverse merger,
with MBC Foods,  Inc.  being  treated  as the  acquiring  entity  for  financial
reporting  purposes.  In connection with this merger,  Diamond Ranch Foods, Ltd.
(formerly  Jerry's  Inc.)  issued  31,607,650  shares  of  common  stock for the
acquisition of MBC Foods,  Inc. which was recorded as a reverse merger and shown
on the Statement of Stockholders Equity as a net issuance of 25,692,501 shares.

         For financial  reporting  purposes,  MBC Foods, Inc. was considered the
new reporting entity.

         The following table  summarizes the estimated fair values of the assets
acquired and liabilities assumed at the date of acquisition.

<TABLE>
<CAPTION>
                                                                                     May 1, 2004
                                                                                ---------------------
<S>                                                                             <C>
Assets:                                                                         $                   -
                                                                                =====================

Liabilities:                                                                    $                   -

Equity:
     Common Stock                                                                               2,569
     Paid-In Capital                                                                            5,333
     Retained Deficit                                                                               -
                                                                                ---------------------
          Total Stockholders Equity                                                                 -
                                                                                ---------------------

          Total Liabilities and Equity                                          $                   -
                                                                                =====================
</TABLE>

         The aggregate purchase price was 25,692,501 common shares.


<PAGE>


                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                FOR THE THREE MONTHS ENDED JUNE 30, 2005 AND 2004
                                   (Continued)

NOTE 9 - STOCK TRANSACTIONS

         On June 3, 2004, the Company issued  24,000,000  shares of common stock
from a  private  sale of  securities  under the  provisions  of  Section  504 of
Regulation  D for  cash at  $0.00025  per  share.  The sale was made to ten (10)
individuals  who  were  Accredited  Investors  pursuant  to Rule  501(a)  of the
Regulation

         On June 24, 2004 The Company  issued 600,000 shares of common stock for
$0.00025 per share in return for investor relation services, valued at the price
of services rendered.

         On July 8, 2004 the Company  issued  200,000 shares of common stock for
$0.00025 per share in return for an independent  research report,  valued at the
price of services rendered.

         On September 30, 2004 the Company issued 200,000 shares of common stock
in exchange for the  customer  lists from Jack  Steiger  Sales.  These shares of
stock were valued at $0.39 per share.

         On April 14, 2005 the Company issued 75,000 shares of restricted common
stock in exchange for the  settlement  of an accounts  payable.  These shares of
stock were valued at $0.17 per share.

NOTE 10 - GRANT INCOME

         During 2003 the Company received revenue from the WTC Business Recovery
Grant Program which provided grants of between three and 25 days in lost revenue
to businesses  with fewer than 500 employees  located on or below 14th Street on
September 11, 2001. As this grant was for lost revenues  experienced as a result
of the  September  11, 2001  tragedy,  the grant  revenue was  recognized in the
accompanying statement of operations in the period that it was received.

NOTE 11 - SALE OF SUBSIDIARY

         On May 24, 2004 the Company disposed of its subsidiary, MBC Foods, Inc.
in exchange for  retirement  of  convertable  debt in the amount of $150,000 and
Interest of $19,407.  On the date of the disposal the  subsidiary had no assets,
liabilities  or  operations.  The  Companies  carrying  value of the  subsidiary
corporation was $7,902. This sale of MBC Foods resulted in a gain on sale in the
amount of $161,505 that has been accounted for in the accompanying  Statement of
Operations.


<PAGE>



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

This  statement  includes  projections  of future  results and "forward  looking
statements" as that term is defined in Section 27A of the Securities Act of 1933
as amended (the "Securities  Act"),  and Section 21E of the Securities  Exchange
Act of 1934 as amended (the "Exchange Act"). All statements that are included in
this Quarterly  Report,  other than  statements of historical  fact, are forward
looking statements. Although management believes that the expectations reflected
in these forward  looking  statements are  reasonable,  it can give no assurance
that such expectations will prove to have been correct.

SALES

Our  revenues  from  operations  for the three  months  ended June 30, 2005 were
$3,558,356, and were generated from the sale of our meat products and services.

Our  business  activities  and  exposure  in the  competitive  marketplace  have
favorably evolved, causing our revenues to increase at a rate of 33.185% between
the three months ended June 30, 2005 and 2004.

By comparing  the three months ended June 30, 2005 and 2004, we feel that 80% of
our  revenue  growth is  attributed  to  increased  purchasing  by our  existing
customer base, which includes those customers obtained through the Steiger Meats
customer list  acquisition,  coupled with our  broadening  of available  product
lines to afford existing customers  additional item  availability.  We work on a
daily basis to bring in new product,  either by the request of the customer,  or
by management's initiative, to capture more of our existing customers' business.
We intend to grow at a steady  and  proportionate  rate,  and  therefore,  would
project that the coming quarter's growth increase would be the same ratio of 80%
existing customer vs. 20% new customer.  To continue  operations in a controlled
and manageable  fashion,  we seek to add approximately 5 new customers per week,
or approximately 20 customers per month.

COST OF SALES AND GROSS PROFIT

Our cost of sales for the  three  months  ended  June 30,  2005 was  $3,061,232,
generating a gross profit of $497,124 (13.97%).

Our gross  profit has  increased  from 8.53% to 13.97%  between the three months
ended June 30, 2005 and 2004.  Management  expects  gross profits to increase as
revenues  increase  and the cost of sales  decrease.  A decrease  in sales costs
could be attributed to many factors,  including,  but not limited to decrease in
food costs and  decreased  product costs due to various  conditions  outside the
control of the Company.

For the quarter  ended June 30, 2005,  we have operated on the same margins with
no changes in the types of  products  sold or  services  provided as compared to
those in fiscal year ended March 31, 2005. We attribute our continuous growth to
new  customers  and sales  accounts and a higher  volume of products  being sold
through  these  means.  Any  additions  to our  customer  base are  achieved  by
increased sales efforts made by our management team through  standard  marketing
procedures,  such as  in-person  sales  visits  and  demonstrations  and  "warm"
referrals  through  existing  clientele.  We acquired the client list of Steiger
Meats in September  2004 in exchange  for 200,000  shares of  restricted  common
stock,  recorded at $0.39 per share, adding approximately 40-50 new customers to
our existing  roster and  representing  less than 10% of our gross annual sales.

<PAGE>

The  intangible  asset created by this  acquisition  had been written off in the
third  quarter  ended  December  31, 2004 as is  reflected  in our  Statement of
Operations  for the fiscal  year ended  March 31,  2005.  These  customers  have
continued  their  patronage with our company  through the quarter ended June 30,
2005 and have increased their order sizes to include  additional items we offer.
Increases  in  revenue  can also be  attributed  to  existing  clients,  who are
responsible for managing multiple hotel and restaurant  chains,  introducing our
products to additional locations.  Our second largest client, who is responsible
for approximately  3.1% of our gross sales,  manages almost 20 separate accounts
that are current users of our products.  A portion of these locations became new
customers in the second quarter ended September 30, 2004, allowing for growth in
our revenues of approximately  34%,  compared to the prior year's second quarter
revenue.  As  locations  are added,  and  products  ordered by existing  clients
increase, our revenues increase,  with no additional operational expense because
additional   business  is  conducted  within  the  same  facilities  and  larger
deliveries are being made to existing stops.

Expanding  the  business  will not  impact the  benefit of being a smaller  meat
processor and distributor.  Increasing our customer base will not categorize our
operation as a larger meat  processor and  distributor.  We will be able to give
the same advantages and price  competitiveness to our clients with the influx of
new  customers.  We intend to  control  and  manage  growth as it occurs  and to
maintain  operations  as  they  currently  exist.  Should  growth  exponentially
increase,  we will hire more personnel,  or seek a larger facility.  The revenue
increase from new customers would allow for us to pay for this expansion.

EXPENSES


Our Payroll expenses for the three months ended June 30, 2005 was $284,425 which
was an increase  of $58,984  over the amount of  $225,441  for the three  months
ended June 30, 2004. This increase was mostly  attributable to the increase size
of our  workforce  due to  increase  production.  Over  the  next 12  months  we
anticipate adding new equipment,  and with such addition,  we would operate more
efficiently  causing  Payroll  expenses  to either  stay the same or decrease by
approximately 5 percent (5%).

Our Factoring expenses for the three months ended June 30, 2005 was $75348 which
was an increase of $2,426 from the amount of $72,922 for the three  months ended
June 30, 2004. This increase is attributable to the increased amount of factored
receivables. Over the next 12 months we intend to collect accounts receivable at
a faster rate  keeping the  factor's  service  fees at their  lowest  percentage
level.


Our Rent expenses for the three months ended June 30, 2005 was $51,443 which was
an increase of $13,002  over the amount of $38,441  for the three  months  ended
June 30, 2004.  This  increase was mostly  attributable  to the increase in rent
amount in connection with the rental of equipment and trucks.


Our  Depreciation  expense for the three  months ended June 30, 2005 was $21,901
which was an increase of $4,774 over the amount of $17,127 for the three  months
ended June 30,  2004.  This  increase  is  attributable  to the  acquisition  of
additional  assets.  Over the next 12 months  we  expect to spend  approximately
$120,000 on additional production equipment for our processing plant.

Our Sales  Commission for the three months ended June 30, 2005 was $75,258 which
was an increase of $75,258  over the amount for the three  months ended June 30,
2004.  This increase is  attributable  to the use of our sales force to increase
the number or orders and sales.  We  anticipate  sales  commissions  to increase
between 3-5% as our sales continue to increase over the next 12 months.




<PAGE>

LIQUIDITY AND CAPITAL RESOURCES


         As of September 30, 2005, the Company has a working  capital deficit of
approximately  $1,630,108.  The Company's  continued existence is dependent upon
its  ability to execute  its  operating  plan and to obtain  additional  debt or
equity  financing.  There  can be no  assurance  the  necessary  debt or  equity
financing  will be  available,  or will be available on terms  acceptable to the
Company.

         Management  plans include  searching  for and  acquiring  existing like
minded businesses as well as continually  evaluating and introducing new product
lines in the  future  and  obtaining  additional  financing  to fund  payment of
obligations  and to provide working capital for operations and to finance future
growth.  The  Company is actively  pursuing  alternative  financing  and has had
discussions  with various third parties,  although no firm commitments have been
obtained. In the interim,  shareholders of the Company have committed to meeting
its  operating  expenses.   Management  believes  these  efforts  will  generate
sufficient  cash flows from future  operations to pay the Company's  obligations
and realize other assets.  There is no assurance any of these  transactions will
occur.

         The Company has met its  capital  requirements  through the sale of its
Common Stock, Notes Payable, Factoring of Receivables and Related Party Loans.


For the Three-Months  ended March 31, 2005; the Company's cash used in operating
activities totaled $423,028,  cash used by investing  activities was $5,568, and
cash provided by financing activities was $428,596.


For the Three-Months  ended March 31, 2004; the Company's cash used in operating
activities  totaled  $423,300  and cash  provided by  financing  activities  was
$423,300.


PLAN OF OPERATION

For the next  twelve  months we plan to operate the  business  using our current
methods. We are able to satisfy our cash requirements, material commitments, and
applicable filing fees anticipated under our obligations of the Exchange Act. We
will not have to raise  additional funds in the next twelve months for operating
expenses,  which total approximately  $800,000. For our company to continue as a
fully-reporting  entity, we estimate our annual accounting and filing fees to be
$35,000,  and our legal  fees to be  $15,000,  which will also be  satisfied  by
existing  operations.  Management is committed to supplement any cash shortfall,
or relinquish their salaries, or a portion thereof, if cash flow from operations
does not cover our cash requirements.  Certain  shareholders of the Company have
also committed to meet our operating expenses if needed.

We anticipate  incurring material research and development costs during the next
12 months  which we will pay for by selling  our  common  stock.  We  anticipate
spending approximately 2% of our current gross sales on research and development
to further  develop the Diamond Ranch Foods brand name, to include new packaging
and  marketing  materials.  We also plan to  establish  a new  product  line for
distribution  of  pre-cooked  poultry and meat items.  Such a product line would
give  current  and new  customers  access to a  fully-cooked  product  for those
businesses that do not have the facilities to prepare raw,  uncooked  materials.
Additionally, we do not anticipate the acquisition or sale of material property,
plant or equipment during the next 12 months.  If sales continue to incline,  we
may elect to purchase/lease one (1) or more pieces of new equipment depending on
inflated  product  demand  and  the  capacity  of  our  existing   equipment  to
efficiently meet such demand.  However, no new equipment is necessary to satisfy
current  operations or anticipated  sales order increases within the next twelve
months.


<PAGE>

Management  continuously  evaluates  operating  practices  and is  ready to make
modifications to our present-day operations when necessary. We feel our attempts
to be more  efficient  have proven viable since our revenues have increased at a
rate of 33.185%  for the three  months  ended June 30,  2005 as  compared to the
three months ended June 30, 2004. With a continuous increase in revenues and the
continued  implementation  of  stringent  purchasing  controls,  we  believe  an
increase in gross  profit will  occur,  leading to a reduced net loss,  with net
profit to ultimately follow. The Company's long-term existence is dependent upon
our  ability to execute  our  operating  plan and to obtain  additional  debt or
equity  financing to fund payment of  obligations,  provide  working capital for
operations.  There can be no assurance  the necessary  debt or equity  financing
will be available, or will be available on terms acceptable to the Company.

We intend to expand our business  primarily  through  acquisitions of additional
meat processing and distribution operations, but would require obtaining debt or
equity  financing to finance this future growth as is indicated in our auditor's
going concern  opinion.  In preparation for such  expansion,  we have engaged in
several substantive  discussions with prospective equity investors.  To date, no
terms  have  been  finalized  or  contracts  signed,  and  although  there is no
guarantee,  we anticipate  finalizing favorable financing terms for our business
to continue as a going concern.

SALES AND COLLECTION PROCEDURES

We retained the services of American  Crest  Capital (ACC) to act as our invoice
factoring company. They fully manage our sales ledger and provide us with credit
control and collection services of all our outstanding debts. We send ACC all of
our sales  invoices  and receive a 90% cash advance of the invoice  amount.  The
balance,  less  ACC's  service  fee,  is paid when the  customer  makes  payment
directly to them.

We elect to  factor  our  receivables  to  immediately  access  cash owed to our
company so it may be used to purchase the raw materials  for our products  whose
vendors require payment on receipt.  By having our cash unlocked from the unpaid
invoices,  we are afforded a smoother,  more consistent cash flow which enhances
purchasing power and provides for the accurate prediction of payment.

Typically,  we'd have to wait  30-45 days to receive  payment  on  invoices  for
products  that have already been  delivered,  not  accounting  for  late-payers.
Because we offer our  customers  payment  terms,  there is a minimal time period
that must elapse prior to our reimbursement by the factoring company.  We have a
sizeable  customer  base,  we  don't  rely  on  any  few  customers  to  sustain
operations,  and our clientele does have favorable  reputations in the industry,
but we still elect not to be  dependent on timely  payments for our  receivables
since these funds need to be recycled for our next-day fresh product  purchases.
Working with an invoice factoring company  eliminates the threat of non-payment,
cash shortfalls,  and enables an increased focus on revenue generation than bill
collection.

ACQUISITIONS

We will need to raise  additional  funds  should  management  decide to  acquire
existing like-minded businesses. Certain candidates have been identified however
no  definitive  agreements  exist.  We  have  targeted  several  businesses  for
acquisition  in New York City. We would acquire 100% of the stock and operations
of these entities,  including,  without limitation,  all rights, title know-how,
assignment of property leases, equipment, furnishings,  inventories,  processes,
trade names, trademarks,  goodwill, and other assets of every nature used in the
entities' operations.

All of the  facilities  that may be acquired are  centrally  located  within the
historic  Gansevoort  market in lower Manhattan,  thus affording the company the
ability to take  advantage of the economies of scale for  delivery,  purchasing,
and other daily operating responsibilities.

If we were successful in raising funds through the sale of our common stock, and
will be able to enter into  negotiations  for the  purchase of any and/or all of
the selected  businesses,  initially no changes in day-to-day  operations in any
acquired facilities would be necessary.


<PAGE>

No  negotiations  have taken place,  and no contracts have been entered into, to
purchase  any  such  businesses   described  herein.  We  assume  that  if  such
purchase(s) were to be completed, additional funds would be required to renovate
the existing  facilities,  as well as improve or replace machinery as prescribed
by the existing landlord or pursuant to USDA regulation.

We anticipate no significant  changes in the number of employees within the next
twelve months.

TRENDS

Management  has  perceived  a variety of recent  trends that have had a material
impact  on our  current  revenues  and our  projected  revenues  for the  coming
quarters.  Meat  consumption has dramatically  increased  overall due to dieting
habits;  most famously  known is The Atkins Diet,  as well as other diets,  that
emphasize  high-protein,  low-carbohydrate  intake.  These diets suggest  eating
meats,  including red,  instead of high  carbohydrate  foods,  and  specifically
recommend avoiding refined carbohydrates.  High protein consumption has become a
part of American  culture,  more than a societal  tendency,  in that in order to
meet increasing customer requests for low-carb type items, one of our customers,
TGI Friday's,  has become an Atkins Nutritional  Approach partner by featuring a
selection of  Atkins-approved  menu items.  We consider that the market research
conducted  by this  customer  was ample to  effectuate  such a menu  change  and
concurs with our perception that the demand for beef,  poultry,  and other meats
is a continuing and upwards trend. We  substantiate  the same claims through our
own customers'  purchasing trends which are evidenced by our increased revenues.
The marketplace also indicates that poultry  consumption is rising steadily.  In
order to maximize this trend, we are expanding our pre-cooked  poultry offerings
to  all  food  providers,   as  well  as  those  without   full-service  cooking
establishments.  Aside from the lack of a cooking facility,  many purveyors seek
pre-cooked poultry for safety reasons since these products offer a significantly
low safety risk at causing  bacterial  cross-contamination.  We offer pre-cooked
items  currently,  and feel that making the  investment to market these products
under own branded  name will  increase  our revenue  due to  heightened  product
awareness and our reputation for quality-conscious production methods.

Off-Balance Sheet Arrangements

We have no off-balance sheet arrangements.

ITEM 3.  CONTROLS AND PROCEDURES

Diamond Ranch Foods, Ltd. management,  including the Principal Executive Officer
and  Principal   Financial   Officer,   have  conducted  an  evaluation  of  the
effectiveness  of disclosure  controls and  procedures  pursuant to Exchange Act
Rule 13a-14(c) and 15d-14(c).  Based on that evaluation, the Principal Executive
Officer and Principal  Financial Officer concluded that the disclosure  controls
and procedures are effective in ensuring that all material  information required
to be filed in this  quarterly  report  has been made  known to them in a timely
fashion. There have been no significant changes in internal controls or in other
factors that could significantly affect internal controls subsequent to the date
the Principal  Executive Officer and Principal Financial Officer completed their
evaluation.

                           PART II - OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  CHANGE IN SECURITIES AND USE OF PROCEEDS

On April 14, 2005 the Company issued 75,000 shares of restricted common stock in
exchange for the settlement of an accounts  payable.  These shares of stock were
valued at $0.17 per share.


<PAGE>

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None for the quarterly reporting period ended June 30, 2005.

ITEM 5.  OTHER INFORMATION

None.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

Exhibits

Diamond Ranch Foods, Ltd. includes herewith the following exhibits:

Number   Description

31       Certification  Pursuant  to Section  302 of the  Sarbanes-Oxley  Act of
         2002.

32       Certification  Pursuant  to Section  906 of the  Sarbanes-Oxley  Act of
         2002.

Reports on Form 8-K

No filings were made during the period covered by this report.



<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.


                            Diamond Ranch Foods, Ltd.
                                  (Registrant)






DATE:     February 3, 2006            By:    /s/ Joseph Maggio
       ----------------------------       --------------------------------------

Joseph Maggio, Chairman, CEO, and Director



DATE:     February 3, 2006            By:    /s/ Louis Vucci, Jr.
       ----------------------------       --------------------------------------

Louis Vucci, Jr., President and Director



DATE:     February 3, 2006            By:    /s/ Philip Serlin
       ----------------------------       --------------------------------------

Philip Serlin, COO and Director



DATE:     February 3, 2006            By:    /s/ William DeMarzo
       ----------------------------       --------------------------------------

William DeMarzo, Chief Financial Officer