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

                                   FORM 10-QSB

     (Mark One)
     |X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

               For the quarterly period ended: September 30, 2005

     |_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

               For the transition period from ____________ to _____________

                        Commission File Number: 000-51158


                                TRUEYOU.COM, INC.
                                -----------------
        (Exact name of small business issuer as specified in its charter)


            DELAWARE                                    13-4024017
     ------------------------                      --------------------
  (State or other jurisdiction of                (I.R.S. Empl. Ident. No.)
  incorporation or organization)


             750 Third Avenue, Suite 1600, New York, New York 10017
--------------------------------------------------------------------------------
                    (Address of principal executive offices)


                                 (212) 688-2808
                    ----------------------------------------
                           (Issuer's telephone number)

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

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

      The numbers of shares outstanding of each of the issuer's classes of
common equity, as of October 19, 2005, are as follows:


           Class of Securities                     Shares Outstanding
       --------------------------               -----------------------
     Common Stock, $0.001 par value                    12,970,515

Transitional Small Business Disclosure Format (check one): Yes |_| No |X|

<PAGE>

                                TRUEYOU.COM INC.

                                  BALANCE SHEET

                               SEPTEMBER 30, 2005
                                   (UNAUDITED)

Current assets :
     Cash and cash equivalents                                      $    41,961

Other assets, net                                                           964
                                                                    -----------

         Total assets                                               $    42,925
                                                                    ===========

Current liabilities:
     Accounts payable and accrued liabilities                       $    12,231

Stockholders' equity:
         Preferred stock - $.001 par value;
               1,000,000 shares authorized;                             100,000
               issued and outstanding - 2,000
         Common stock - $.001 par value;
               authorized 20,000,000 shares;
               issued and outstanding:
               12,970,515 shares                                         12,970
      Treasury stock                                                         (3)
      Additional paid-in-capital                                      3,243,370
      Deficit                                                        (3,325,643)
                                                                    -----------

         Total stockholders' equity                                      30,694
                                                                    -----------

         Total liabilities and stockholders' equity                 $    42,925
                                                                    ===========

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


                                      F-2
<PAGE>

                                TRUEYOU.COM INC.

                            STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                    Nine Months Ended             Three Months Ended
                                       September 30,                 September 30,
                                       -------------                 -------------
                                    2005           2004           2005           2004
                                    ----           ----           ----           ----
<S>                             <C>            <C>            <C>            <C>
Revenues                        $        491   $         --   $        100   $         --
                                ------------   ------------   ------------   ------------

Operating expenses:
     Professional and
         consulting fees              43,158          9,945         14,651          6,635
     Office and other expenses        11,032          2,082          5,491            827
     Depreciation and
         amortization                    594          5,916             --          1,971
                                ------------   ------------   ------------   ------------

Total operating expenses             (54,784)       (17,943)       (20,142)        (9,433)
                                ------------   ------------   ------------   ------------

    Loss from operations             (54,293)       (17,943)       (20,042)        (2,903)

Interest income                        1,154            162            425            162

Interest expense                          --         19,702             --             --
                                ------------   ------------   ------------   ------------

    Net loss                    $    (53,139)  $    (37,483)  $    (19,617)  $     (9,271)
                                ============   ============   ============   ============

Net loss per share - basic
    and diluted weighted        $          *   $       (.01)  $          *   $          *
                                ============   ============   ============   ============

Average number of shares
    outstanding basic and
    diluted                       12,970,515      4,747,390   $ 12,970,515     12,970,515
                                ============   ============   ============   ============
</TABLE>

*Amount is less than $.01

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


                                      F-3
<PAGE>

                                TRUEYOU.COM INC.

                            STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                 Nine Months Ended
                                                                    September 30,
                                                                    -------------
                                                                  2005        2004
                                                               ---------   ---------
<S>                                                            <C>         <C>
Cash flows from operating activities:
     Net loss                                                  $ (53,139)  $ (37,483)
     Adjustment to reconcile net income to net cash
         used in operating activities:
              Depreciation and amortization                          594       5,915
              Accrued interest                                        --      19,702
              Changes in operating assets and liabilities:
              Accounts payable and accrued liabilities             8,376        (600)
              Due to related company                                  --       4,500
                                                               ---------   ---------

                  Net cash (used in) operating activities        (44,169)     (7,966)
                                                               ---------   ---------

Cash flows from financing activities:
     Sale of preferred stocks                                         --     100,000
                                                               ---------   ---------

                  Net cash provided by financing activities           --     100,000
                                                               ---------   ---------

Net (decrease) increase in cash and cash equivalents             (44,169)     92,034

Cash and cash equivalents - beginning of period                   86,130          20
                                                               ---------   ---------

Cash and cash equivalents - end of period                      $  41,961   $  92,054
                                                               =========   =========
</TABLE>

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


                                      F-4
<PAGE>

                                   TRUEYOU.COM

                        NOTES OF THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.   ORGANIZATION AND NATURE OF OPERATIONS

     The accompanying unaudited financial statements have been prepared in
        accordance with accounting principles generally accepted in the United
        States of America for interim financial information and with the
        instructions to Form 10-QSB and item 310 of Regulation SB. Accordingly,
        they do not include all of the information and footnotes required by
        accounting principles generally accepted in the United States of America
        for annual financial statements. In the opinion of management, all
        adjustments (consisting of normal recurring accruals) considered
        necessary for a fair presentation have been included. The operating
        results for the nine months ended September 30, 2005 are not necessarily
        indicative of the results that may be expected for the year ending
        December 31, 2005. For further information, refer to the financial
        statements and footnotes thereto included in the Company's Form 10-KSB
        for the year ended December 31, 2004.

     TrueYou.com Inc. (the "Company") was organized on September 9, 1998 under
        the laws of the State of Delaware by its former parent, United Network
        Technologies Corp. or United Network Technologies. In January 1999,
        United Network Technologies transferred all 100 shares of its common
        stock in the Company to United Network Marketing Services, Inc. or
        United Network Marketing, a wholly-owned subsidiary of United Network
        Technologies.

     In April 1999, True You effected a 33,300-to-1 stock split and amended its
        certificate of incorporation to increase its authorized capital stock to
        21,000,000, $.001 par value shares including 20,000,000 common shares
        and 1,000,000 preferred shares. Immediately thereafter, United Network
        Marketing distributed all 3,330,000 shares of its common stock in the
        Company to its stockholders rendering the Company a stand alone
        business.

     The Company is a developer of Web-based, direct-to-direct personal
        potential and professional development programs designed for businesses.
        The Company's product offerings, which consist of sales productivity,
        work-life balance and employee retention programs are designed to be
        delivered via the Internet or corporate intranet in the form of three to
        five minute Best Steps Learning Modules. Such products are intended for
        sale principally to large and middle market companies. The Company's Web
        site went "live" on the Internet in October 1999.

     GOING CONCERN

     As shown in the financial statements, the accumulated deficit at September
        30, 2005 amounted to $3,325,643 and the Company experienced net losses
        of $53,139 and $37,483, and $19,167 and $9,271 for the nine and three
        months ended September 30, 2005 and 2004, respectively. The Company will
        need additional resources to finance its future operations. It is the
        current management's intention to support the Company as necessary until
        the year ends. The continued existence of the Company is principally
        dependent on its ability to raise additional capital through the year
        ended December 30, 2005.

     The accompanying financial statements do not include any adjustments that
        might result from the eventual outcome of the uncertainty described
        above.


                                      F-5
<PAGE>

                                   TRUEYOU.COM

                        NOTES OF THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.   ORGANIZATION AND NATURE OF OPERATIONS (Continued)

     CONTROL BY PRINCIPAL STOCKHOLDERS

     The directors, executive officers and their affiliates or related parties,
          own beneficially and in the aggregate, the majority of the voting
          power of the outstanding shares of the common stock of the Company.
          Accordingly, the directors, executive officers and their affiliates,
          if they voted their shares uniformly, would have the ability to
          control the approval of most corporate actions, including increasing
          the authorized capital stock of the Company and the dissolution,
          merger or sale of the Company's assets or business.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     CASH AND CASH EQUIVALENTS

     The Company considers all highly liquid investments with original
          maturities of three months or less at the time of purchase to be cash
          equivalents.

     COMPUTER EQUIPMENT

     The cost of computer equipment is depreciated over their estimated useful
          lives. Depreciation is computed using the straight-line method. For
          computer equipment the useful lives for computing depreciation is 5
          years.

     Maintenance and repairs are charged to operations when incurred.
          Betterments and renewals are capitalized.

     REVENUE

     The Company expects to derive its revenue principally from selling
          advertising on its Web site.

     Revenue is recognized in accordance with Software Revenue Recognition (SOP
          97-2), as amended by SOP 98-9, that permits revenue recognition when
          (1) persuasive evidence of an arrangement exists, (2) delivery of the
          product has occurred and no significant company obligations with
          regard to services remain, (3) the fee is fixed or determinable, and
          (4) collectibility is probable.

     INCOME TAXES

     The Company uses the liability method of accounting for income taxes, as
          set forth in SFAS No. 109, "Accounting for Income Taxes." Under this
          method, deferred income taxes, when required, are provided on the
          basis of the difference between the financial reporting and income tax
          bases of assets and liabilities at the statutory rates enacted for
          future periods.


                                      F-6
<PAGE>

                                   TRUEYOU.COM

                        NOTES OF THE FINANCIAL STATEMENTS
                                   (UNAUDITED)

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

     USE OF ESTIMATES

     The preparation of the financial statements in conformity with accounting
         principles generally accepted in the United States of America requires
         management to make estimates and assumptions in determining the
         reported amounts of assets and liabilities and disclosure of contingent
         assets and liabilities at the date of the financial statements and
         reported amounts of revenues and expenses during the reporting period.
         Actual results could differ from those estimates.

     SIGNIFICANT ESTIMATES

     Several areas require significant management estimates relating to
         uncertainties for which it is reasonably possible that there will be a
         material change in the near term. The more significant areas requiring
         the use of management estimates related to valuation of equipment, Web
         site development costs, Web site licensed content, accrued liabilities,
         stock options and the useful lives for amortization and depreciation.

     LOSS PER SHARE

     Basic loss per common share ("LPS") is calculated by dividing net loss by
         the weighted average number of common shares outstanding during the
         period. Diluted earnings per common share are calculated by adjusting
         the weighted average outstanding shares, assuming conversion of all
         potentially dilutive stock options.

     EQUITY BASED COMPENSATION

     The Company accounts for employee stock options in accordance with
         Statement of Accounting Standards No. 123-R, "Share-Based Payment."
         Here, the Company recognizes no compensation expense related to
         employee stock options, as no options are granted at a price below the
         market price on the day of grant.

     SFAS No. 123-R, prescribes the recognition of compensation expense based on
         the fair value of options on the grant date for either recognition or
         certain pro forma disclosures.

     FAIR VALUE OF FINANCIAL INSTRUMENTS

     The carrying amounts reported in the balance sheet for cash and cash
         equivalents, accounts payable and accrued liabilities, due to related
         company and note payable - bank approximate fair value based on the
         short-term maturity of these instruments.


                                      F-7
<PAGE>

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

     IMPAIRMENT OF LONG-LIVED ASSETS

     Pursuant to SFAS No. 144, "Accounting for Impairment or Disposal of
         Long-Lived Assets ("SFAS" 144") the Company reviews long-lived assets
         for impairment whenever circumstances and situations change such that
         there is an indication that the carrying amounts may not be recovered.
         At September 30, 2005, the Company believes that there has been no
         impairment of its long-lived assets.

     WEB SITE DEVELOPMENT COSTS

     The Company accounts for Website development costs in accordance with the
         AICPA's Statement of Position ("SOP 98-1"), "Accounting for the Costs
         of Computer Software Development or Obtained for Internal Use," under
         which computer software costs that are incurred in the preliminary
         project stage should be expensed as incurred. Once the capitalization
         criteria of SOP 98-1 have been met, external direct costs of materials
         and services consumed in developing or obtaining internal-use computer
         software, payroll and payroll-related costs for employees who are
         directly associated with and who devote time to the internal-use
         computer software project (to the extent of the time spent directly on
         the project), and interest costs incurred when developing computer
         software for internal use are capitalized.

     Capitalized website development costs, which amount to $104,023, have been
         fully amortized as of September 30, 2005 and 2004.

     WEBSITE CONTENT

     Website content is recorded at cost and is being amortized over its
         estimated useful lives ranging from three to seven years.

3.   LOSS PER SHARE

     The numerator and denominator used in the basic and diluted LPS of common
     stock computations are presented in the following table:

                                                       Nine Months Ended
                                                          September 30
                                                          ------------
                                                       2005           2004
                                                       ----           ----
     NUMERATOR FOR BASIC AND DILUTED LPS
         Net loss to common stockholders           $    (53,139)  $     (37,483)
                                                   ============   =============

     DENOMINATOR FOR BASIC AND DILUTED LPS
         Weighted average shares of common
              stock outstanding                      12,970,515       4,747,390
                                                   ============   =============

     LPS - Basic and diluted                       $          *   $         .01
                                                   ============   =============

   *Amount is less than $.01


                                      8
<PAGE>

4.   COMPUTER EQUIPMENT

     Computer equipment, at cost, consists of the following:

                                                       September 30,
                                                       -------------
                                                      2005       2004
                                                      ----       ----

          Equipment                                 $ 31,031   $ 31,031
               Less: accumulated depreciation        (31,031)   (29,353)
                                                    --------   --------

          Equipment, net                            $     --   $  1,678
                                                    ========   ========

     Depreciation expense was $518 and $5,840 and $-0- and $1,933 for the nine
         and three months ended September 30, 2005 and 2004, respectively.

5.   WEB SITE

     Website content consists of the following at:

                                                         September 30,
                                                         -------------
                                                      2005          2004
                                                      ----          ----

         Licensed content                           $ 354,000    $ 354,000
         Reference library                              7,647        7,647
                                                    ---------    ---------
                                                      361,647      361,647

         Less accumulated amortization               (361,647)    (361,647)
                                                    ---------    ---------

                Total                               $      --    $      --
                                                    =========    =========

     Amortization expense was $76 and $76 and $-0- and $38 for the nine months
         and three months ended September 30, 2005 and 2004, respectively.

6.   INCOME TAXES

     The Company accounts for income taxes in accordance with the provisions of
         SFAS No. 109, "Accounting for Income Taxes."

     As of December 31, 2004, the Company has approximately $3,200,000 of
         federal net operating loss carryforwards to offset the future taxable
         income through 2024.

     The Company has recorded a full valuation allowance against the deferred
         tax assets including the federal and state net operating loss
         carryforwards as management believes that it is more likely than not
         that substantially all of the deferred tax assets will not be realized.


                                       9
<PAGE>

                           FORWARD-LOOKING STATEMENTS

This registration statement contains statements that constitute "forward-looking
statements." These forward-looking statements can be identified by the use of
predictive, future-tense or forward-looking terminology like "believes,"
"anticipates," "expects," "estimates," "may," "will," or similar terms. These
statements appear in a number of places in this registration statement and
include statements regarding our intent, belief or current expectations and
those of our directors or officers with respect to, among other things:(i)
trends affecting our financial condition or results of operations, (ii) our
business and growth strategies, (iii) the Internet and Internet commerce and
(iv) our financing plans. You are cautioned that any forward-looking statements
are not guarantees of future performance and involve significant risks and
uncertainties, and that actual results may differ materially from those
projected in the forward-looking statements as a result of various factors.
Factors that could adversely affect actual results and performance include,
among others, our limited operating history, dependence on continued growth in
the use of the Internet, our unproven business model, our dependence on users of
the internet, reliance on advertising revenues, potential fluctuations in
quarterly operating results, security risks of transmitting information over the
Internet, government regulation, technological change and competition. The
accompanying information contained in this quarterly report, including, without
limitation, the information set forth under the heading "Risk Factors" and
"Business" identifies important additional factors that could materially
adversely affect actual results and performance. You are urged to carefully
consider these factors. All forward-looking statements attributable to us are
expressly qualified in their entirety by the foregoing cautionary statement.

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

The following discussion should be read in conjunction with our unaudited
consolidated financial statements and the notes thereto.

Overview

We are in the business of developing, acquiring and publishing self-improvement
information. We provide this information to visitors of our website for free. We
seek to generate advertising revenues when visitors to our site click on
advertisements that appear on our site. We receive revenues from advertisements
on our site through an arrangement with Google.com.

The total self-improvement market is estimated by Marketdata to be $8.56 billion
as of 2003 and is expected to grow at 7.9% yearly through 2008. The areas of
self-growth that will affect us the most are books, motivational speakers,
public seminars, and audiocassettes. More than 2,300 self-help/inspirational
books were published in 2003 with a sales value of $640 million. This sales
figure grew from $611 million in 2000 according to Simba Information. Audiobook
sales in the self-improvement area grew about 7% per year the past few years to
$461 million according to Marketdata. The revenues generated from motivational
speakers is estimated at $303 million from the top 12 speakers in 2003. Many of
these speakers are contributors to the Trueyou.com website, including Brian
Tracy who created revenues in excess of $24 million last year. Public seminars
are now dominated by smaller numbers of attendees in the audience. Franklin
Covey has scaled back the number of public seminars as the very large seminars
require huge overhead outlays.

Our product consists of very compact information put into an easy to understand
format called "BestSteps". This provides the user with a very clear and concise
way to solve a self-improvement challenge or rapidly develop skills to deal with
future issues. The product therefore directly affects the quality of the user's
life. We believe that we can provide the same actionable information available
in books and cassettes and seminars with a fraction of the expense in delivering
the information at a fraction of the cost in time that the end user will spend
to get this information and at no monetary charge to the user. We further
believe that by making this available on the Internet and therefore omnipresent,
the user has the convenience of accessing the information whenever it is
convenient to the user.


                                       10
<PAGE>

Management believes individuals are interested in increasing their productivity.
Our program teaches basic skills which make the users more effective and
therefore more productive. If a user spends 5 minutes/day with our programs,
management believes this would be justified by the benefits they will
experience.

We are currently earning limited revenues from advertising sales. We are working
with Google to place advertisers on our website and we get a percentage of the
revenues generated from these advertisements. Our website is managed at the
office of Robert Siegel, who serves as our Chief Technology Officer. We employ
Mr. Siegel's consulting services on an as needed basis and pay him an hourly
rate for his services. We believe that our comparative advantage lies in the
excellence of our content, the simplicity of it's delivery, and the aggregation
of this content into programs. A user can receive a BestStep every day or at
other increments that they choose. During the first quarter of 2005, we have
added an audio feature to most of our BestSteps. We will continue to listen to
the needs of our site visitors to enhance our programs.

Our Primary Business Line

We have completed the development of our website which is located at the URL
www.beststeps.com and at www.trueyou.com. Through our website we provide
visitors to our site with the ability to locate instruction about specific
topics of interest. These instructions are called BestSteps and are provided to
visitors to our website for free. Our initial market focus is on individuals
interested in improving the quality of their lives. Our site offers visitors the
ability to read or listen to the BestSteps. For example, the website is now
offering over 600 sessions on a wide range of topics such as "Customers for
Life" and "Relationships are Everything". These BestSteps offer real guidance to
the user at no cost.

Economic and Industry-Wide Factors Relevant to True You

The personal improvement and development industry is currently over $8.5 billion
in the U.S. Marketdata is projecting a growth rate of 7.9% in the
Self-Improvement market through 2008. We believe that this growing interest in
Self-Improvement will benefit our company as more individuals will seek this
type of information. With the global availability of the Internet and the
opportunity for individual interactivity it creates the opportunity for unique
and creative methods to educate and empower individuals to reach their personal
goals. Management believes that the Internet is currently underutilized as a
vehicle for providing personal improvement information.

Material Risks, Trends and Uncertainties

Management believes that the demand for Self-Improvement information is growing.
However, the part of the market that is growing most rapidly is book sales and
tape sales. There is less of a trend to attend seminars. Our programs provide a
seminar type experience because of their audio component. The challenge we face
is attracting more corporate visitors to our site. The idea would be to have the
corporation encourage its employees to visit our site to enhance the employees
performance and general well being. Some companies do not like their employees
to spend time on the Internet and we also will need to send the information to
the corporations for their dissemination. This may make it difficult for us to
gauge the number of end users that actually visit our site from any particular
corporate client. Also corporations are less likely to allow us to have
advertisements with our messages and this is the only way we generate revenues.
We believe that we can meet these challenges by having very strong content and
developing it with the corporations to anticipate as many of these problems as
possible.

Our Mission

Our mission is to be the premier personal improvement and development website on
the Internet. We will accomplish this mission by creating fast, fun, and unique
ways for people to achieve increased success, better health and relationships,
while staying balanced in all aspects of their life. Our site provides
communities organized around certain topics. The content has been written by
well-known and respected individuals, such as Brian Tracy and many other
Nightingale-Conant authors.


                                       11
<PAGE>

We have obtained access to a significant amount of the available material in
personal improvement through our license with Nightingale-Conant, the leading
publishing company in the U.S. of personal development information in an audio
format. This content is from over 100 authors, each of whom is an expert in
their area. In addition, we license the extensive works of Brian Tracy, a
leading international lecturer in personal improvement.

Our first product offering is a family of BestSteps which are clearly defined
steps for quickly achieving professional and personal goals. The BestSteps cover
corporate topics such as "The secret to becoming a Leader" and "Three Key
Functions of Management." One of the distinguishing factors of BestSteps is that
they are specific and short and allow an individual to achieve his goals
quickly. BestSteps are developed by world class experts in their given field.
They are available in written format and provide a unique and engaging learning
method and the Internet provides an excellent medium for quickly and
inexpensively transferring information through these methods (or steps)
worldwide.

How We Earn Revenues and Income

We earn revenues through advertising. Advertisements are put on our site by
Google with whom we split revenues. The revenues split with Google occurs as a
result of their providing advertisements on our site. When a visitor clicks on
an advertisement or clicks through to the product or actually buys the product
we share in the revenue Google receives. We have a cost structure which is
primarily fixed. Therefore, as we incrementally add additional visitors to our
site we will enjoy higher margins.

We intend to expand our presence as a mass market site by building brand
awareness. We believe that establishing brand awareness among consumers is
instrumental in attracting new visitors to TrueYou.com.

Sources of Supply, Customers and Capital

We do not utilize any raw materials in the operation of our business. Any
supplies that we utilize are standard supplies that are readily available from
office products companies at competitive rates.

We plan to obtain more visitors to our site by marketing to corporations the
benefits of providing their employees with a free subscription by positioning
our individual BestSteps as a self-directed, on-line, as needed training tool
for all employees. We also hope to work with corporations in order to assess
their needs and to shape our programs accordingly and to prepare custom programs
to suit particular employee needs. The sales strategy that we plan to use to
reach these companies is to partner with organizations that have access to
high-level executives in large corporations, although we do not currently have
any such partnerships. We also plan to align with companies who sell to
corporations and institutions with large internal sales forces and to partner
with companies that sell to Fortune 1000 companies Sales, Human Resource and
Training Departments.

We have no commitments or arrangements for the additional capital that we will
require in order to maintain and grow our business. We may seek to satisfy our
future funding requirements through loans or other financings from our principal
stockholders (although our principal stockholders are not in any way committed
to provide such financing), offerings of securities, through loans from banks or
other financial institutions, or from other sources, if any, that the Board may
in the future authorize. See "Liquidity and Capital Resources" below.


                                       12
<PAGE>

Results of Operations

Income Statement Items

The following table summarizes the results of our operations during the three
months and nine months ended September 30, 2005 and 2004 and provides
information regarding the dollar and percentage increase or (decrease) from the
current fiscal year to the prior fiscal year:

Three Months Ended September 30, 2005 and 2004 (Unaudited)

-----------------------------------------------------------------------------
                                                                  Percentage
                                                      Increase    Increase
Line Item                   9/30/05      9/30/04      (Decrease)  (Decrease)

----------------------------------------------------------------------------
Revenues                           100            0          100         100%
----------------------------------------------------------------------------
Interest Income                    425          162          263         162%
----------------------------------------------------------------------------
Net (Loss)                     (19,617)      (9,271)      10,346         112%
----------------------------------------------------------------------------
Operating Expenses              20,142        9,433       10,709         114%
----------------------------------------------------------------------------
Earnings (Loss) per common     ($0.002)     ($0.001)
share
-----------------------------------------------------------------------------

For the three months ended September 30, 2005, we had advertising revenues of
$100 compared to revenues of $0 during the three months ended September 30,
2004. This increase of $100 was due to the recommencement of our sales
activities in August of 2005.

We incurred a net loss of $(19,617) for the three months ended September 30,
2005 as compared to a net loss of $(9,271) during the three months ended
September 30, 2004. The $10,346 increase in net loss during the three month
period ended September 30, 2005 as compared to the same period of last year is
primarily attributable to an increase in operating expenses.

Our operating expenses during the three months ended September 30 2005 were
$20,142 as compared to $9,271 during the same period of 2004. This decrease in
operating expenses of $10,709 was due to increased accounting and legal fees
incurred by the company becoming a full reporting company.

Loss per common share for the three months ended September 30, 2005 was less
than $0.01 and was same at same period of the prior fiscal year.


                                       13
<PAGE>

Nine Months Ended September 30, 2005 and 2004 (Unaudited)

-------------------------------------------------------------------------------
                                                                    Percentage
                                                        Increase    Increase
Line Item                     9/30/05      9/30/04      (Decrease)  (Decrease)

------------------------------------------------------------------------------
Revenues                             491            0          491         100%
------------------------------------------------------------------------------
Interest Income                    1,154          162          992         612%
------------------------------------------------------------------------------
Net (Loss)                       (53,139)     (37,482)      15,657          42%
------------------------------------------------------------------------------
Operating Expenses                54,784       37,645       17,139          45%
------------------------------------------------------------------------------
Earnings (Loss) per common     Less than    Less than
share                          ($0.01)      ($0.01)
-------------------------------------------------------------------------------

For the nine months ended September 30, 2005, we had advertising revenues of
$491 compared to revenues of $0 during the nine months ended September 30, 2004.
This increase of $491 was due to the recommencement of our sales activities
during of 2005.

We incurred a net loss of $(53,139) for the nine months ended September 30, 2005
as compared to a net loss of $(37,482) during the nine months ended September
30, 2004. The 15,657 increase in net loss during the nine month period ended
September 30, 2005 as compared to the same period of last year is primarily
attributable to an increase in operating expenses.

Our operating expenses during the nine months ended September 30 2005 were
$54,784 as compared to $37,645 during the same period of 2004. This increase in
operating expenses of $17,139 was due to increased accounting and legal fees
incurred by the company becoming a full reporting company.

Loss per common share for the nine months ended September 30, 2005 was less than
$0.01 and was about the same at same period of the prior fiscal year.

Potential Material Acquisition

In September 2005 we entered into a non-binding letter of intent relating to a
potential acquisition of a company that is in the business of providing cosmetic
surgery, cosmetic dentistry, cosmetic dermatology and salon and spa services
together under a single brand. Negotiations are ongoing and no definitive
agreements or other documents have been signed. No assurance can be given that
the acquisition will be consummated. The terms of the acquisition, if
consummated, would involve a change of control of the Company.

Liquidity and Capital Resources

General

We commenced operations and ceased to be a development stage company as of
January 1, 2001. We incurred net losses of $39,819 and $71,297 for the years
ended December 31, 2004 and 2003, respectively and a net loss of $53,139 and
$37,482 for the nine months ended September 30, 2005 and 2004, respectively. We
believe that we will be able to generate operating cash flow once our business
strategy is fully implemented; however, we will not be able to carry out our
business and strategic plans unless we raise substantial amounts of additional
capital.

We may seek to satisfy our future funding requirements through loans or other
financings from our principal stockholders (although our principal stockholders
are not in any way committed to provide such financing), offerings of
securities, through loans from banks or other financial institutions, or from
other sources, if any, that the Board may in the future authorize. However, we
do not have any specific plans and/or commitments to satisfy our future funding
requirements through these means nor do we have any specific plans or
commitments to raise funds through any other sources if our cash reserves prove
insufficient. Additional financing may not be available when needed or on terms
acceptable to us. Given our current state of development, the most likely source
for us to obtain funding will be through our existing stockholders, who have
provided financing for us in the past. Our existing stockholders, however, have
not agreed to provide us with any future financing. Unavailability of financing
may require us to delay, scale back or eliminate certain of our business
strategies and would have a material adverse effect on our prospects and
financial condition. There can be no assurance that we will be successful in
raising sufficient capital or implementing our business strategies or that the
successful implementation of our business strategies will result in sufficient
revenue generation.


                                       14
<PAGE>

As of September 30, 2005 our only internal sources of liquidity consisted of
cash in the amount of $41,961. As of such date our current liabilities were
$12,231. Management believes that it will require at least $60,000 to satisfy
its operating and other expenses over the next twelve months. Existing funds
plus operating revenues, therefore, will only be sufficient to satisfy our
working capital requirements for the next twelve months. If we are unable to
obtain financing from any of the sources mentioned above and we are unable to
generate revenues to sustain our business before our cash runs out, then we
would have to reduce our operating expenses by delaying, scaling back or
eliminating certain of our business strategies as mentioned above.

Cash Flow Analysis

For the quarters ended September 30, 2005 and September 30, 2004, our operating
activities used $19,622 and used $9,272 in cash, respectively. This change in
cash flow of $10,350 was a result of an increase in operating expenses. For the
nine month period ended September 30, 2005 and September 30, 2004, our operating
activities used $44,169 and $7,966 in cash, respectively. Again, the change in
cash flow of $33,819 was due to an increase in operating expenses.

For the quarters ended September 30, 2005 and September 30, 2004, our financing
activities provided $0 and $100,000 of cash, respectively. For the nine month
period ended September 30, 2005 and September 30, 2004, our financing activities
provided $0 and $100,000, respectively.

Critical Accounting Policies

The Securities and Exchange Commission issued Financial Reporting Release No.
60, "Cautionary Advice Regarding Disclosure About Critical Accounting Policies"
suggesting that companies provide additional disclosure and commentary on their
most critical accounting policies. In Financial Reporting Release No. 60, the
Securities and Exchange Commission has defined the most critical accounting
policies as the ones that are most important to the portrayal of a company's
financial condition and operating results, and require management to make its
most difficult and subjective judgments, often as a result of the need to make
estimates of matters that are inherently uncertain. Based on this definition, we
have identified the following significant policies as critical to the
understanding of our financial statements.

    o     The cost of our computer equipment is depreciated over the estimated
          useful life. Depreciation is computed using the straight-line method.
          For computer equipment the useful lives for computing depreciation is
          5 years. Maintenance and repairs are charged to operations when
          incurred. Betterments and renewals are capitalized.
    o     True You expects to derive its revenue principally from advertisements
          appearing on our website. Revenue is recognized in accordance with
          Software Revenue Recognition (SOP 97-2), as amended by SOP 98-9, which
          permit revenue recognition when (1) persuasive evidence of an
          arrangement exists, (2) delivery of the product has occurred and no
          significant company obligations with regard to services remain, (3)
          the fee is fixed or determinable, and (4) collectibility is probable.
    o     Several areas require significant management estimates relating to
          uncertainties for which it is reasonably possible that there will be a
          material change in the near term. The more significant areas requiring
          the use of management estimates related to valuation of equipment,
          website development costs, website licensed content, accrued
          liabilities, stock options and the useful lives for amortization and
          depreciation.


                                       15
<PAGE>

    o     True You accounts for website development costs in accordance with
          the AICPA's Statement of Position ("SOP 98-1"), "Accounting for the
          Costs of Computer Software Development or Obtained for Internal
          Use," under which computer software costs that are incurred in the
          preliminary project stage should be expensed as incurred. Once the
          capitalization criteria of SOP 98-1 have been met, external direct
          costs of materials and services consumed in developing or obtaining
          internal-use computer software, payroll and payroll-related costs
          for employees who are directly associated with and who devote time
          to the internal-use computer software project (to the extent of the
          time spent directly on the project), and interest costs incurred
          when developing computer software for internal use are capitalized.
    o     Website content is recorded at cost and is being amortized over its
          estimated useful lives ranging from three to seven years.

Off-Balance Sheet Arrangements

We do not have any off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial condition, changes in
financial condition, revenues or expenses, results of operations, liquidity,
capital expenditures or capital resources that is material to investors.

Risk Factors Affecting Our Business

  YOU SHOULD CAREFULLY CONSIDER THE RISKS AND UNCERTAINTIES DESCRIBED BELOW
  BEFORE MAKING ANY INVESTMENT DECISIONS WITH RESPECT TO TRUE YOU. IF ANY OF THE
  FOLLOWING RISKS ARE REALIZED, OUR BUSINESS, OPERATING RESULTS AND FINANCIAL
  CONDITION COULD BE HARMED AND THE VALUE OF OUR STOCK COULD GO DOWN.

FINANCIAL RISKS

We have only about $41,961 in cash available to us. This is not sufficient cash
to carry out our business plan. In order to effect our business plan we must
raise capital or obtain loans. It will be difficult, if not impossible, for us
to obtain capital or loans and the terms of any such financings will likely be
less favorable than market.

As of September 30, 2005, we had $41,961 in cash in our bank account. We
currently anticipate that this cash balance will not be sufficient to meet our
anticipated needs for working capital, capital expenditures and business
expansion. We expect that we will continue to experience negative operating cash
flow for the foreseeable future as a result of the need to make significant
expenditures on advertising and infrastructure in order to implement our
business plan. Accordingly, we will need to raise additional funds in a timely
manner in order to fund our anticipated expansion, develop new or enhanced
services or products, respond to competitive pressures or acquire complementary
products, businesses or technologies.

If additional funds are raised through the issuance of equity or convertible
debt securities, the percentage ownership of our stockholders will be reduced,
stockholders may experience additional dilution and the securities may have
rights, preferences or privileges senior to those of our stockholders. We do not
currently have any contractual restrictions on our ability to incur debt and,
accordingly, we could incur significant amounts of indebtedness to finance our
operations. Any indebtedness could contain covenants which would restrict our
operations. There can be no assurance that additional financing will be
available on terms favorable to us, or at all. If adequate funds are not
available or are not available on acceptable terms, we may not be able to fund
our expansion, take advantage of acquisition opportunities, develop or enhance
services or products or respond to competitive pressures.

Our auditor has expressed substantial doubt about the continuing operation of
our business.

The audit report of our independent auditor for the fiscal year ended December
31, 2004 and 2003 indicates that we have suffered recurring losses from
operations and that we have a net capital deficiency that raises substantial
doubt about our ability to continue as a going concern. Any amounts invested in
True You would be lost if we are unable to continue to operate our business as a
going concern. As shown in the financial statements, the accumulated deficit at
December 31, 2004 and 2003 amounted to $3,272,505 and $3,234,686 respectively,
and we experienced net losses of $37,819 and $71,297 for the year ended December
31, 2004 and 2003, respectively, and net losses of $(53,139) and $(37,483) for
the nine month period ended September 30, 2005 and 2004, respectively. We will
need additional resources to finance our future operations. The continued
existence of True You is principally dependent on its ability to raise this
additional capital.


                                       16
<PAGE>

BUSINESS RISKS

Although we were incorporated over six years ago, our operations have been
limited during that time period because we have been unable to raise sufficient
capital to fully implement our business plan. Therefore, our operations have all
of the risks normally associated with a start-up company.

We were incorporated in September of 1998 and have been in the professional and
personal development industry since inception. We have derived limited revenues
from operations to date and expect to continue to have limited revenues in the
future unless we are able to successfully expand our business and successfully
implement our sales and marketing strategy. While we are in the process of
implementing our sales and marketing strategy we will likely have expenses in
excess of our revenues and therefore management expects to incur losses in the
near term.

CONCENTRATED CONTROL RISKS

Mr. Gelband has the power to make all major decisions regarding True You without
the need to get consent from any stockholder or other person. He is also the
only person knowledgeable about our business, affairs and history and the loss
of his services would likely result in the indefinite cessation of our
operations and the complete failure of our current business plan.

Mr. Gelband owns 66.4% of the outstanding voting stock. Although we have two
directors, Mr. Bieler and Mr. Gelband, due to the fact that Mr. Gelband owns a
majority of our voting stock he effectively has the power to make all major
decisions regarding our affairs, including decisions regarding whether or not to
issue stock and for what consideration, whether or not to sell all or
substantially all of our assets and for what consideration and whether or not to
authorize more stock for issuance or otherwise amend our charter or bylaws. He
is in a position to elect all of our directors and to dictate all of our
policies.

Furthermore, since Mr. Gelband is our founder and currently our only officer, no
other person affiliated with, or employed by, us has any knowledge of our day to
day operations or any institutional knowledge regarding our history and past
affairs. We do not currently have an employment agreement with Mr. Gelband. The
loss or inability of Mr. Gelband to perform his duties would likely result in
the indefinite cessation of our operations and the complete failure of our
current business plan. We have no key man insurance on the life of Mr. Gelband.
We anticipate the hiring of new employees in connection with the planned
expansion of our business. Our future success will depend in significant part on
our ability to hire and retain key technical sales and senior management
personnel. Competition for such personnel is intense and there can be no
assurance that we will be successful in attracting and retaining such personnel.

Mr. Gelband is involved in other business ventures and only devotes
approximately 10-20% of his business time to our affairs. If, due to Mr.
Gelband's other business ventures, he is unable to devote sufficient time to our
business, then we will not be able to successfully implement our business plan.

Alan Gelband is our Chief Executive Officer, the Chairman of the Board of
Directors and Treasurer with primary responsibility for day-to-day strategic
planning and financing arrangements for us. Mr. Gelband also engages in the
following other business ventures for other companies that are totally unrelated
to us: Alan Gelband is the principal in Gelband & Co. Inc., a NASD Registered
Broker Dealer. Gelband & Company is engaged primarily in investment banking
transactions including mergers & acquisitions and fund raising. Mr. Gelband is
also an Honorary Director of the Association for Corporate Growth International.


                                       17
<PAGE>

As a result of these other business ventures, Mr. Gelband only devotes
approximately 10-20% of his business time to our affairs and he divides his
remaining time among the affairs of the other entities described above that he
is involved in. If any of these entities require substantial additional time
commitments from Mr. Gelband, he may not be able to spend as much time on the
business and affairs of True You, which would likely result in our inability to
fulfill our business plan and ultimately in the failure of our business.

PENNY STOCK RISKS

The SEC's penny stock rules apply to us. These rules may have the effect of
decreasing the liquidity of our stock and increasing the transaction cost for
transactions in our stock.

The SEC has adopted rules that regulate broker-dealer practices in connection
with transactions in "penny stocks". Penny stocks are generally securities with
a price of less than $5.00 per share (other than securities registered on
certain national securities exchanges or quoted on the NASDAQ system, provided
that current price and volume information with respect to transactions in such
securities is provided by the exchange or system). Under these rules,
broker-dealers participating in transactions in low priced securities must first
deliver a risk disclosure document which describes the risks associated with
such stocks, the broker-dealer's duties, the customer's rights and remedies, and
certain market and other information, and make a suitability determination
approving the customer for low priced stock transactions based on the customer's
financial situation, investment experience and objectives. Broker-dealers must
also disclose these restrictions in writing to the customer, obtain specific
written consent of the customers and provide monthly account statements to the
customer. With all these restrictions, the likely effect of designation as a low
priced stock will be to decrease the willingness of broker-dealers to make a
market for the stock, to decrease the liquidity of the stock and to increase the
transaction cost of sales and purchases of such stock compared to other
securities.

ITEM 3. CONTROLS AND PROCEDURES

Within 90 days of the filing of this Form 10-QSB, an evaluation was carried out
under the supervision and with the participation of our management, including
Alan Gelband, our Chairman, CEO and Treasurer, of the effectiveness of our
disclosure controls and procedures. Disclosure controls and procedures are
procedures that are designed with the objective of ensuring that information
required to be disclosed in our reports filed under the Securities Exchange Act
of 1934, such as this Form 10-QSB, is recorded, processed, summarized and
reported within the time period specified in the Securities and Exchange
Commission's rules and forms. Based on that evaluation, Mr. Gelband concluded
that as of September 30, 2005, and as of the date that the evaluation of the
effectiveness of our disclosure controls and procedures was completed, our
disclosure controls and procedures were effective to satisfy the objectives for
which they are intended.

There were no changes in our internal control over financial reporting
identified in connection with the evaluation performed that occurred during the
fiscal quarter covered by this report that has materially affected or is
reasonably likely to materially affect, our internal control over financial
reporting.


                                       18
<PAGE>

                           PART II - OTHER INFORMATION

ITEM 6. EXHIBITS

EXHIBITS.

31        Certification of Principal Executive Officer and Principal Financial
          Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of
          2002.

32        Certification of Principal Executive Officer and Principal Financial
          Officer furnished pursuant to 18 U.S.C. Section 1350, as adopted
          pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.


                                       19
<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.

DATED: November 10, 2005

                                TRUEYOU.COM, INC.


          By: /s/ Alan Gelband
          -----------------------------
          Name:  Alan Gelband
          Title: Chief Executive Officer, Chairman of the Board of
                 Directors and Treasurer


                                       20
<PAGE>

                                  EXHIBIT INDEX

Exhibit
Number      Description
--------------------------------------------------------------------------------

31          Certification of Principal Executive Officer and Principal Financial
            Officer filed pursuant to Section 302 of the Sarbanes-Oxley Act of
            2002.

32          Certification of Principal Executive Officer and Principal
            Financial Officer furnished pursuant to 18 U.S.C. Section
            1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
            Act of 2002.