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

                                   FORM 10-QSB

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

                  FOR THE QUARTERLY PERIOD ENDED: SEPTEMBER 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.

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

                      APPLICABLE ONLY TO CORPORATE ISSUERS

         As of September 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>


 ITEM 1.     FINANCIAL STATEMENTS

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


                                              (Unaudited)
                                             September 30,        March 31,
ASSETS:                                          2005               2005
                                           ------------------  ----------------
Current Assets:
     Inventory                                     $ 181,025         $ 163,909
     Accounts Receivable - Factored                1,556,940         1,200,176
     Accounts Receivable - Non Factored              134,973            81,983
                                           ------------------  ----------------

          Total Current Assets                     1,872,938         1,446,068
                                           ------------------  ----------------

Fixed Assets - Net                                   328,079           366,313
                                           ------------------  ----------------

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

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

     Total Assets                                $ 2,222,817       $ 1,834,181
                                           ==================  ================

<PAGE>

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

<TABLE>
<CAPTION>
                                                                                          (Unaudited)
                                                                                           September 30,      March 31,
LIABILITIES & STOCKHOLDERS' EQUITY                                                            2005               2005
                                                                                         ---------------    ---------------
Current Liabilities:
<S>                                                                                      <C>                <C>
     Bank Overdraft                                                                           $ 332,808          $ 328,788
     Accounts Payable and Accrued Expenses                                                    1,284,315          1,257,420
     Factoring Line of Credit                                                                 1,431,137          1,146,093
     Exchange Note                                                                              315,000            440,000
     Capital Lease Obligation                                                                    11,038             11,038
                                                                                         ---------------    ---------------

          Total Current Liabilities                                                           3,374,298          3,183,339
                                                                                         ---------------    ---------------

Non-current Liabilities:
     Capital Lease Obligation                                                                    23,779             28,186
     Shareholder Loans                                                                          936,000            711,000
     Interest Payable                                                                            29,183             11,114
                                                                                         ---------------    ---------------
          Total Long Term Liabilities                                                           988,962            750,300
                                                                                         ---------------    ---------------

TOTAL LIABILITIES                                                                             4,363,260          3,933,639
                                                                                         ---------------    ---------------

STOCKHOLDERS' EQUITY (DEFICIT)
     Preferred Stock, par value $.0001, 20,000,000 shares
          Authorized, 0 shares issued at September 30, 2005 and March 31, 2005                        -                  -
     Common Stock, par value $.0001, 500,000,000 shares
          Authorized, 56,696,150 and 56,621,150 shares issued at
          September 30, 2005 and March 31, 2005                                                   5,669              5,662
     Additional Paid-In Capital                                                                 976,734            963,992
     Related Party Loans                                                                        445,200            199,700
     Retained Earnings (Deficit)                                                             (3,568,046)        (3,268,812)
                                                                                         ---------------    ---------------

          Total Stockholders' Equity                                                         (2,140,443)        (2,099,458)
                                                                                         ---------------    ---------------

          Total Liabilities and Stockholders' Equity                                        $ 2,222,817         $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               For the Six Months Ended
                                                          September 30,                           September 30,
                                                    2005                2004                2005                2004
                                               ----------------    ----------------    ----------------    ----------------

<S>                                                <C>                 <C>                 <C>                 <C>
Revenues                                           $ 3,228,745         $ 2,404,679         $ 6,787,101         $ 4,782,275
Cost of Goods Sold                                   2,701,388           1,969,583           5,762,620           4,144,160
                                               ----------------    ----------------    ----------------    ----------------
Gross Profit                                           527,357             435,096           1,024,481             638,115


Expenses:
     Payroll                                           265,540             253,806             549,965             479,247
     Factoring Fee                                      86,492              51,683             161,840             124,605
     Rent Expense                                       45,144              53,347              96,587              91,788
     Depreciation and Amortization                      21,901              17,155              43,802              34,282
     General and Administrative                        133,496             144,087             285,351             299,375
     Sales Commission                                   83,226              21,808             158,484              23,988
                                               ----------------    ----------------    ----------------    ----------------

      Total Expenses                                   635,799             541,886           1,296,029           1,053,285
                                               ----------------    ----------------    ----------------    ----------------

Other Income (Expense)
   Grant                                                     -                   -                   -                   -
   Interest Expense                                    (12,672)             (3,540)            (27,686)             (3,540)
                                               ----------------    ----------------    ----------------    ----------------

     Net Loss                                       $ (121,114)         $ (110,330)         $ (299,234)         $ (418,710)
                                               ================    ================    ================    ================

Basic & Diluted Income (Loss) Per Share                $ (0.00)            $ (0.00)            $ (0.01)            $ (0.01)
                                               ================    ================    ================    ================
Weighted Average Shares Outstanding               $ 56,691,617        $ 40,936,373        $ 56,691,617        $ 40,936,373
                                               ================    ================    ================    ================
</TABLE>






                             See Accompanying Notes
<PAGE>

                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)
<TABLE>
<CAPTION>
                                                                                 For the six months ended
                                                                                      September 30,
                                                                                 2005                2004
                                                                            ---------------     ---------------
CASH FLOWS FROM OPERATING ACTIVITIES:
<S>                                                                             <C>                 <C>
Net Loss                                                                        $ (299,234)         $ (418,710)
Adjustments to reconcile net loss to net cash
Provided by operating activities
Depreciation and Amortization                                                       43,802              34,282
Stock Issued in Exchange for cancellation of debt                                   12,750                   -
Stock Issued in exchange for services                                                    -                 200
(Increase) Decrease in Inventory                                                   (17,116)           (122,637)
(Increase) Decrease in Accounts Receivable                                        (409,755)            (64,977)
(Decrease) Increase in Accounts Payable and Accrued Expenses                        26,895            (140,097)
(Decrease) Increase in Interest Payable                                             18,069               1,257
                                                                            ---------------     ---------------
      Net Cash Provided by Operating Activities                                   (624,589)           (710,682)
                                                                            ---------------     ---------------

CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of Equipment                                                               (5,568)               (622)
                                                                            ---------------     ---------------
      Net Cash Used in Investing Activities                                         (5,568)               (622)
                                                                            ---------------     ---------------

CASH FLOWS FROM FINANCING ACTIVITIES:
Payments on Capital Lease Obligation                                                (4,407)             (1,300)
Borrowing on Notes Payable                                                               -             255,000
Factoring Payable                                                                  160,044             278,464
Shareholder Loans                                                                  470,500             112,500
Payments on Notes Payable                                                                -             (17,500)
Stock Issued in exchange for cash                                                        -               6,000
Bank Overdraft                                                                       4,020              78,140
                                                                            ---------------     ---------------
      Net Cash Used in Financing Activities                                        630,157             711,304
                                                                            ---------------     ---------------

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           $ 169,407
Stock issued in asset acquisition agreement                                            $ -            $ 25,950
Stock issued in exchange for services                                                  $ -               $ 200
</TABLE>





                             See Accompanying Notes
<PAGE>

                            DIAMOND RANCH FOODS, LTD
                             (Formerly Jerry's Inc.)
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
         FOR THE THREE AND SIX MONTHS ENDED SEPTEMBER 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,

<PAGE>


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

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.

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.

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

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.

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 September 30, 2005, depreciation is computed as follows:

                                                                                Accumulated
                               Cost              Method           Life         Depreciation             Net
                         ------------------ ----------------- ------------- -------------------- -------------------
 Leasehold Improvements  $269,906             Strait Line       10 Years    $83,775
                                                                                                 $186,131
 Office Equipment        303,176              Strait Line      3-5 Years    161,228              141,948
                         ------------------                                 --------------------
                                                                                                 -------------------
                         $573,082                                           $245,003             $328,079
                         ==================                                 ==================== ===================
</TABLE>

Total depreciation  expense for the year ended March 31, 2005 and the six months
ended September 30, 2005 was $75,640 and $43,802.

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.


<PAGE>

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

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

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:



<PAGE>


(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.

<PAGE>

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

(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.


<PAGE>


(g)              All acquired  goodwill must be assigned to reporting  units for
                 purposes of impairment testing and segment reporting.

         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
which will 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.

                                       2005                2004
                                 ------------------  ------------------
      Net Operating Losses       1,112,152           595,312
      Depreciation               12,282              7,265
      Valuation Allowance        (1,124,434)         (602,577)
                                 ------------------  ------------------
                                 -                   -
                                 ==================  ==================


<PAGE>

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



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

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

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.

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 six months ended  September  30, 2005 and 2004
was $41,032 and $40,932.

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
                                                      ====================


<PAGE>

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


NOTE 6 - NOTES PAYABLE

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.

         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


<PAGE>

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

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 September 30, 2005 and March 31, 2005 the company
had  factored   receivables   in  the  amount  of  $1,556,940   and   $1,200,176
respectively.  The  factoring  line of credit as of September 30, 2005 and March
31, 2005 was $1,431,137 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.

NOTE 7 - RELATED PARTY TRANSACTIONS

         As of September 30, 2005 and March 31, 2005, shareholders have advanced
the  Company  $445,200  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  September  30,  2005  and  March  31,  2005 the  Company  has an
outstanding  note  payable  to a  shareholder  in the  amount  of  $936,000  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
September  30,  2005 and March 31,  2005  interest  on this loan is $29,182  and
$11,114.  This  transaction  has been  recorded  in the  accompanying  financial
statements as Long Term Shareholder Loans.



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

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.

                                                    May 1, 2004
                                                ---------------------
 Assets:                                        $                   -
                                                =====================

 Liabilities:                                   $                   -

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

           Total Liabilities and Equity         $                   -
                                                =====================

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

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.


<PAGE>

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

         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 and six months ended September
30, 2005 were $3,228,745,  and $6,787,101  respectively  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 34.25% between
the three months ended  September  30, 2005 and 2004 and 41.92%  between the six
months ended September 30, 2005 and 2004.

By comparing  the three months ended  September  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 and six months ended  September  30, 2005
were $2,701,388 and $5,762,620,  generating a gross profit of $527,357  (16.33%)
and $1,024,481 (15.09%).

Our gross profit  decreased from 18.09% to 16.33% between the three months ended
September 30, 2005 and 2004 and increased  from 13.34% to 15.09% between the six
months ended  September 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  September 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.
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 September
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.


<PAGE>

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 September 30, 2005 was $265,540,
which was an  increase  of  $11,734  over the amount of  $253,806  for the three
months ended  September 30, 2004. For the six months ending  September 30, 2005,
payroll expenses were $549,965, which was an increase of $70,718 over the amount
of $479,247  for the six months ended  September  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 and six months ended September 30, 2005 was
$86,492 and 161,840  which was an increase of $34,809 and 37,235 from the amount
of $51,683 and $124,605 for the three and six months ended  September  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 and six months ended  September 30, 2005
was  $45,144  and  $96,587  respectively,  which was a decrease of $8,203 and an
increase of $4,799 over the same periods in 2004. This decrease and increase was
mostly  attributable  to rent 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 and six months ended  September  30,
2005 was $83,226 and $158,484 respectively, which was an increase of $61,418 and
$134,496  over the amounts for the three months and six months  ended  September
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.

LIQUIDITY AND CAPITAL RESOURCES

As of  September  30,  2005,  the  Company  has a  working  capital  deficit  of
approximately  $1,501,360.  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  existing   businesses  in  our  industry,
evaluating and introducing new product lines and obtaining  financing to provide
working  capital.  We  are  actively  pursuing   alternative  although  no  firm
commitments have been obtained.  In the interim,  shareholders have committed to
meeting our operating expenses.  Although management believes these efforts will
be successful, there is no assurance any of these efforts will succeed.

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

For the  Six-Months  ended  September  30,  2005;  the  Company's  cash  used in
operating  activities  totaled $624,589,  cash used by investing  activities was
$5,568, and cash provided by financing activities was $630,157.

For the  Six-Months  ended  September  30,  2004;  the  Company's  cash  used in
operating  activities  totaled $710,882,  cash used by investing  activities was
$622, and cash provided by financing activities was $711,504.


<PAGE>

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.

We intend to continue using an invoice  factoring  company in the short-term and
over the next 12  months  to fund our  accounts  receivable  under  the  current
factoring terms and conditions as described in the following section,  Sales and
Collection  Procedures.  The existing  factoring  credit lines are sufficient to
sustain our current  sales plus  moderate  future  growth.  We will  continue to
develop our business history with commercial banks and eventually  approach them
to factor our  receivables on more favorable  terms than the factoring  company.
However, an operating history of two (2) years, at minimum, would be required to
establish a more  favorable  line of credit with a commercial  bank, and at that
time we would explore such possibility.

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. We acquired the assets and assumed
the  liabilities of MBC Foods,  Inc.  estimated at a fair value of $7,902 in May
2004.

In our continued efforts to achieve profitable  operations in both the short and
long-term,   we  continuously  assess  our  customer  base  and  will  implement
procedures,  to sell our products at higher  margins,  adjusted for  fluctuating
market conditions.  By the end of our third quarter ending December 31, 2005, we
will have  begun  quoting  multiple-location  customers  on a  cost-plus  basis,
enabling a profit to be built into our pricing model rather than have  locked-in
bid prices that cause our sales to be subject to losses  should the costs of our
raw  materials  increase  during  that time  period.  We are also  committed  to
establishing  stronger  brand-name  recognition of the Diamond Ranch Foods label
and being able to sell our quality,  branded products more readily,  eliminating
competitive  price-matching  of  industry-wide  branded  products,  resulting in
higher gross profit margins for our business.

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. Under the terms of
the agreement, we receive 90% of the receivables purchase price up front and 10%
would  be held in  reserves  until  the  receivables  are  collected.  When  the
receivables  are collected,  ACC returns the 10%, less ACC's service fee, to the
company.


<PAGE>

Under the terms of the agreement, ACC will receive a discount for purchasing the
accounts receivable.

The discount for the first ten million dollars in annual volume is as follows:

         1.50% if payment of an Accounts  Receivable  is collected up to 30 days
         3.00% if payment of an Accounts  Receivable is collected between 31 and
         60 days 4.50% 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

If the accounts receivable are not collected by ACC in 90 days it is returned to
the company and a 5 percent fee is charged.

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  expect to become  profitable  within  the next  twelve  months  based on our
current  growth  trend.   If  sales  continue  to  incline,   we  may  elect  to
purchase/lease  one (1) or more pieces of new  equipment  depending  on inflated
product  demand.  However,  no new  equipment is  necessary  to satisfy  current
operations or anticipated sales order increases within the next twelve months.

We do not anticipate hiring new paid full-time  employees within the next twelve
months.  However, we would consider hiring  commission-based  salespeople should
the opportunity arise.

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

Management is responsible for establishing disclosure controls and procedures to
ensure adequate  internal  control over financial  reporting.  To that extent we
have  established  the  following  framework  in-order-to  evaluate the internal
control.

Each  department  head is  responsible  for meeting  with and  reporting  to the
management  executive in charge of that  department.  All financial  data in the
report presented must have supporting data, such as invoices, receipts for bills
paid and copies of payments  received.  The  management  executive  repeats this
process in meetings with the Chief Executive Officer and Chief Financial Officer
who, in turn, document the financial reporting data to the auditors.

Based on their  evaluation at the end of the period covered by this report,  the
Chief  Executive  Officer  and  Chief  Financial  Officer  of our  company  have
concluded that we have complied with the  disclosure  controls and procedures as
defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934.
After applying the procedures  outlined  herein we find no material  weakness in
our  internal  control  procedures.  As a  result  we have  concluded  that  our
disclosure   controls  and   procedures  are  effective  in  ensuring  that  the
information  disclosed  in the reports  filed by our company  are  complete  and
accurate.

There  were no  significant  changes  in our  internal  control  over  financial
reporting  during the  reporting  period that  materially  affected,  or that is
reasonably likely to materially affect, our internal control procedures.



<PAGE>

                           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.

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 September 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