SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A


(Mark One)

   [X]      Quarterly report under Section 13 or 15(d) of the Securities
            Exchange Act of 1934 for the quarterly period ended September 30,
            2004

   [ ]      Transition report under Section 13 or 15(d) of the Exchange Act
            for the transition period from __________ to __________.


                        Commission File Number: 000-31451
                                                ---------

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



             NEVADA                                              95-4756822
             ------                                              ----------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)


                1005 Terminal Way, Suite 110, Reno, Nevada 89502
               --------------------------------------------------
               (Address of principal executive office) (Zip Code)

                                 (775) 324-8531
                                ----------------
                           (Issuer's telephone number)


                            NOVA COMMUNICATIONS LTD.
--------------------------------------------------------------------------------
   (Former name, former address, and former fiscal year, if changed since last
                                     report)

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

As of November 23, 2004, the number of outstanding shares of the issuer's common
stock, $0.001 par value, was 4,125,669 shares.


          TRANSITIONAL SMALL BUSINESS DISCLOSURE FORMAT: Yes [ ] No [X]



                                        1
<PAGE>
                                TABLE OF CONTENTS




ITEM 1.  FINANCIAL STATEMENTS ...............................................  3

         Consolidated Unaudited Balance Sheet as of
         September 30, 2004 (restated).......................................  3

         Consolidated Unaudited Statements of Operations for the
         Quarters ended September 30, 2004 (restated) and September 30, 2003.  4

         Consolidated Unaudited Statements of Cash Flows for the
         Quarters ended September 30, 2004 (restated) and September 30, 2003.  5

         Notes to Consolidated Financial Statements..........................  6


ITEM 2.  MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS .............................................. 12


ITEM 3.  CONTROLS AND PROCEDURES............................................. 13


                           PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8K..................................... 14


SIGNATURES................................................................... 14




























                                        2
<PAGE>

                            NOVA COMMUNICATIONS LTD.

                           Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                                                            September 30,        December 31,
                                                                                2004                 2003
                                                                         -----------------    -----------------
                                                                             (restated)           (restated)
                                               Assets
                                               ------

Current assets:
<S>                                                                      <C>                  <C>
   Cash                                                                   $             -      $        51,451
   Note receivable due within one year                                                  -                9,557
   Current assets of discontinued operations                                       51,435               51,435
                                                                         -----------------    -----------------
     Total current assets                                                          51,435              112,443
Equipment, net                                                                      1,278                1,278
Equipment of discontinued operations, net                                         140,221              140,221
Other assets:
   Note receivable                                                                      -               15,317
   Advances receivables                                                           723,506              513,506
   Other assets of discontinue operations, net                                     62,811               62,811
                                                                         -----------------    -----------------
     Total other assets                                                           786,317              591,634
                                                                         -----------------    -----------------
                                                                          $       979,251      $       845,576
                                                                         =================    =================

                               Liabilities and Net Capital Deficiency
                               --------------------------------------

Current liabilities:
   Checks issued in excess of bank deposits                               $           181      $             -
   Accounts payable                                                               165,174              159,637
   Payable to related parties                                                       5,920               11,593
   Accrued payroll and payroll related liabilities                                214,334              392,445
   Income taxes payable                                                             3,200                2,400
   Other accrued liabilities                                                       53,990               45,902
   Notes payable and accrued interest subject to conversion
    into an indeterminable number of shares of common stock                       176,112              308,102
   Derivative liabilities                                                          15,373              176,866
   Current liabilities of discontinued operations                                 393,984              393,984
                                                                         -----------------    -----------------
     Total current liabilities                                                  1,028,268            1,484,256
Payable to related party                                                          442,732              264,232
Net capital deficiency:
   Preferred stock; no par value; authorized 10,000,000 shares                          -                    -
   Common stock; $.001 par value; authorized 500,000,000
    shares; issued and outstanding 3,940,621 shares in 2004
    (2,595,261 shares in 2003)                                       3,941                2,551
   Common stock to be issued                                                       10,000               15,000
   Additional paid in capital                                                  21,856,049           19,165,701
   Retained deficit                                                           (22,361,739)         (20,086,164)
                                                                         -----------------    -----------------
     Net capital deficiency                                                      (491,749)            (902,912)
                                                                         -----------------    -----------------
                                                                          $       979,251      $       845,576
                                                                         =================    =================
</TABLE>

                             See accompanying notes.
                                        3
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                      Consolidated Statements of Operations

<TABLE>
<CAPTION>
                                                  Three months ended                 Nine months ended
                                                     September 30                       September 30
                                          ---------------------------------  ---------------------------------
                                                2004             2003              2004              2003
                                          ----------------  ---------------  ---------------  ----------------
                                             (restated)                         (restated)
<S>                                       <C>               <C>              <C>              <C>
Revenues                                   $            -    $           -    $       5,550    $        7,171

Operating expenses                                305,878           46,359        2,371,854         2,344,117
                                          ----------------  ---------------  ---------------  ----------------

Net loss from operations                         (305,878)         (46,359)      (2,366,304)       (2,336,946)

Other income (expenses):
   Change in fair value of
    derivative liabilities                       30,398                 -           111,075                -
   Interest expense, net                           (9,773)             596           (19,546)         (17,545)
                                          ----------------  ---------------  ---------------  ----------------
     Other income (expense)                       20,625               596            91,529          (17,545)
                                          ----------------  ---------------  ---------------  ----------------

Net loss from continuing operations before provision for income
taxes                                            (285,253)         (45,763)       (2,274,775)      (2,354,491)

Provision for income taxes -
  State of California                                800                 -               800              800
                                          ----------------  ---------------  ---------------  ----------------

Net loss from continuing operations              (286,053)         (45,763)       (2,275,575)      (2,355,291)

Net income from discontinued operations                -            21,088                 -           40,230
                                          ----------------  ---------------  ---------------  ----------------


Net loss                                   $     (286,053)   $     (24,675)  $    (2,275,575)  $   (2,315,061)
                                          ================  ===============  ===============  ================



Net income (loss) per common share:
   Continuing operations                   $        (.076)   $       (.016)  $         (.687)  $       (1.174)
                                          ================  ===============  ===============  ================

   Discontinued operations                 $           -     $        .007   $             -   $         .020
                                          ================  ===============  ===============  ================
</TABLE>

                             See accompanying notes.
                                        4
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                      Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
                                                  Three months ended                 Nine months ended
                                                     September 30                       September 30
                                          ---------------------------------  ---------------------------------
                                                2004             2003              2004              2003
                                          ----------------  ---------------  ---------------  ----------------
                                             (restated)                         (restated)
<S>                                       <C>               <C>              <C>              <C>
Cash flows from operating
 activities:
  Net loss from continuing
   operations                              $     (286,053)   $     (45,763)   $   (2,275,575)  $   (2,355,291)
   Adjustment to reconcile net loss
    from continuing operations to
    net cash used in operating
    activities:
     Provision for uncollectible note
      receivable                                        -                -            16,274                -
     Shares issued in exchange for
      compensation and services                   317,500                -         2,224,000        2,215,464
     Change in fair value of
      derivative liabilities                      (30,398)               -          (111,075)               -
     Provision for income taxes                       800                -               800              800
     Changes in assets and liabilities:
      Receivables                                       -                -                 -              702
       Checks issued in excess of
        bank deposits                                 181                -               181                -
       Accounts payable                               969             (296)            5,537          (25,327)
       Accrued liabilities                        (12,674)          43,048           116,980          137,204
                                          ----------------  ---------------  ---------------  ----------------
                                                   (9,675)          (3,011)          (22,878)         (26,448)
Cash flows from discontinued
 operations                                             -          156,573                 -          187,332

Cash flows from investing activities:
 Principal repayments on notes
  receivable                                            -            3,001            8,600             7,404
 Advances paid                                          -                -         (210,000)                -
                                          ----------------  ---------------  ---------------  ----------------
                                                        -            3,001         (201,400)            7,404
Cash flows from financing activities:
 Advances from related parties                      7,420                -          184,420                 -
  Repayment of advances from
   related parties                                      -                -          (11,593)                -
   Net financing activities of
    discontinued operations                             -         (156,573)               -          (168,335)
                                          ----------------  ---------------  ---------------  ----------------
                                                    7,420         (156,573)         172,827          (168,335)
                                          ----------------  ---------------  ---------------  ----------------
Net change in cash                                 (2,255)             (10)         (51,451)              (47)
Cash at beginning of period                             -               41           51,451                78
                                          ----------------  ---------------  ---------------  ----------------
Cash at end of period                      $            -    $          31    $           -    $           31
                                          ================  ===============  ===============  ================
</TABLE>

                             See accompanying notes.
                                        5
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                   Consolidated Notes to Financial Statements
                               September 30, 2004

1.       Summary of significant accounting policies
         ------------------------------------------

         BUSINESS:  Nova  Communications  Ltd.  (the  "Company"  or  "Nova")  is
         incorporated under the laws of the State of Nevada. The Company invests
         in and provides managerial assistance to developing companies.

         BASIS OF CONSOLIDATION:  The consolidated  financial statements include
         the  accounts of Nova and its 100% owned  subsidiaries  Kadfield,  Inc.
         ("Kadfield") and since its acquisition  Realize  Development,  Inc. All
         intercompany accounts and transactions have been eliminated.

         On July 21, 2003 the Company  decided to dispose of Kadfield.  Kadfield
         has been accounted for as a  discontinued  operation and the results of
         operations  have  been  excluded  from  continuing  operations  in  the
         consolidated statements of operations for all periods presented.

         INTERIM  REPORTING:  The  Company's  year-end  for  accounting  and tax
         purposes is December 31.

         In the  opinion  of  Management,  the  accompanying  interim  unaudited
         financial statements contain all adjustments, consisting of only normal
         recurring  adjustments,  necessary  to  present  fairly  its  financial
         position as of September  30, 2004,  and the results of its  operations
         and cash flows for the three and nine month periods ended September 30,
         2004 and 2003.  The results of operations for the three and nine months
         ended September 30, 2004 and 2003 are not necessarily indicative of the
         results to be  expected  for the full  year.  Certain  information  and
         footnote disclosures normally included in financial statements prepared
         in accordance with generally accepted  accounting  principles have been
         condensed or omitted pursuant to the rules and regulations  promulgated
         by the  Securities  and  Exchange  Commission.  The  interim  unaudited
         financial  statements  should be read in  conjunction  with the audited
         financial statements and accompanying notes for the year ended December
         31, 2003 contained in the Company's Annual Report on Form 10-KSB.

         RESTATEMENT OF CONSOLIDATED  FINANCIAL STATEMENTS TO REFLECT DERIVATIVE
         ACCOUNTING:  The Company has restated  its  previously  issued  interim
         financial statements to reflect additional  non-operating gains related
         to  the   classification   of  and  accounting  for  certain  financial
         instruments with embedded derivative features.

         The  Company  determined  that it had not  accounted  for the  embedded
         conversion  feature of its  convertible  notes  payable as a derivative
         instrument  pursuant  to  SFAS  No.  133,  "Accounting  for  Derivative
         Instruments  and  Hedging   Activities,"  as  amended,   and  Financial
         Accounting  Standards Board's Emerging Issues Task Force ("EITF") Issue
         No. 00-19, "Accounting for Derivative Financial Instruments Indexed to,
         and Potentially Settled in A Company's Own Stock".




                                        6
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                   Consolidated Notes to Financial Statements
                               September 30, 2004

1.       Summary of significant accounting policies (continued)
         ------------------------------------------------------

         RESTATEMENT OF CONSOLIDATED  FINANCIAL STATEMENTS TO REFLECT DERIVATIVE
         ACCOUNTING  (CONTINUED):  The Company  estimated  the fair value of the
         conversion  feature of its notes  payable to be $15,373 as of September
         30, 2004 and is reported in the accompanying consolidated balance sheet
         as  derivative  liabilities.  Under  EITF No.  00-19,  this  amount  is
         reported  separate  from the  convertible  notes  payable as derivative
         liabilities.  Further,  under SFAS No. 133, any change in fair value of
         derivative liabilities during the period is reported as other income or
         expense in the statement of operations.  The Company  recognized  other
         income for the change in fair value of  derivative  liabilities  in the
         consolidated  statement of  operations  of $30,398 for the three months
         ended  September  30,  2004  and  $111,075  for the nine  months  ended
         September 30, 2004.

         CASH FLOWS:  For purposes of the  statement of cash flows,  the Company
         and its  subsidiaries  consider  cash  equivalents  to be highly liquid
         instruments  if, when  purchased,  their original due dates were within
         three months.

         EQUIPMENT: Equipment is carried at cost. Depreciation is computed using
         the  straight-line  method  over  the  estimated  useful  lives  of the
         depreciable assets, which range from five to fifteen years.

         STOCK OPTIONS AND WARRANTS:  The Company uses a fair value based method
         of accounting for stock based compensation to employees.

         The Company  also  accounts for stock  options and  warrants  issued to
         non-employees for services under the fair value method of accounting.

         DERIVATIVE INSTRUMENTS:  In connection with the issuance of convertible
         notes payable, the terms of certain notes payable provide for principal
         and interest to be converted into an indeterminable number of shares of
         the  Company's  common  stock.  This  variable  conversion  feature  is
         determined to be an embedded derivative  instrument and the Company has
         accounted for these derivatives  pursuant to SFAS No. 133,  "Accounting
         for  Derivative  Instruments  and Hedging  Activities,"  as amended and
         Financial  Accounting  Standards  Board's  Emerging  Issues  Task Force
         ("EITF")  Issue  No.  00-19,   "Accounting  for  Derivative   Financial
         Instruments  Indexed to, and  Potentially  Settled in A  Company's  Own
         Stock".  Under EITF No. 00-19, the estimated fair value of the embedded
         derivative  instrument  is reported  separate from the notes payable on
         the date of issuance as derivative liabilities.

         Derivative  liabilities  are  reported  at fair value as of the balance
         sheet date and any change in fair value  during the period is  reported
         as other income or expense in the statement of operations.





                                        7
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                   Consolidated Notes to Financial Statements
                               September 30, 2004

1.       Summary of significant accounting policies (continued)
         ------------------------------------------------------

         NET LOSS PER COMMON  SHARE:  Net loss per common  share is  computed by
         dividing  net loss by the  weighted  average  number of  common  shares
         outstanding  during the period.  The weighted  average number of common
         stock  shares  outstanding  was  3,751,503  for the three  months ended
         September 30, 2004  (2,855,683 for the three months ended September 30,
         2003) and  3,310,192  for the nine  months  ended  September  30,  2004
         (2,006,248 for the nine months ended September 31, 2003).  Common stock
         to be issued and  convertible  notes  payable are not  considered to be
         common  stock  equivalents  as the effect on net loss per common  share
         would be anti-dilutive.

         USE OF  ESTIMATES:  The process of preparing  financial  statements  in
         conformity with generally accepted  accounting  principles requires the
         use of estimates  and  assumptions  regarding  certain types of assets,
         liabilities,  revenues and expenses. Management of the Company has made
         certain estimates and assumptions regarding the collectability of notes
         receivable.   Such  estimates  and  assumptions   primarily  relate  to
         unsettled  transactions  and  events  as of the  date of the  financial
         statements.  Accordingly,  upon  settlement,  actual results may differ
         from estimated amounts.

2.       Business combination
         --------------------

         On August 30, 2004, the Company acquired Realize Development, Inc. in a
         business combination accounted for as a purchase.  Realize Development,
         Inc.  was  dormant  at the time of  acquisition  and had no  assets  or
         liabilities.  The Company  paid $1,750 for Realized  Development,  Inc.
         which was expensed.

3.       Operations
         ----------

         During 2003, the Company  announced  their  intentions to divest of its
         investment in Kadfield, Inc. Also, the Company is currently negotiating
         with several companies in which to invest or acquire.

         The Company  believes the above actions and along with other plans will
         allow them to continue operations and ultimately achieve profitability.
         Until  then,  the  Company  is  dependent  upon its  ability  to obtain
         additional  capital  and debt  financing.  The  consolidated  financial
         statements as of September 30, 2004 do not reflect adjustments relating
         to the recorded asset amounts, or the amounts of liabilities that would
         be necessary should the Company not be able to continue in existence.







                                        8
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                   Consolidated Notes to Financial Statements
                               September 30, 2004

4.       Cash flow information
         ---------------------

         Supplemental schedule of noncash financing activities are as follows:

<TABLE>
<CAPTION>
                                                        Three months ended              Nine months ended
                                                           September 30                   September 30
                                                    ----------------------------  ----------------------------
                                                        2004            2003          2004            2003
                                                    ------------    ------------  ------------    ------------
<S>                                                 <C>             <C>           <C>             <C>
           Common stock issued in
            exchange for accrued payroll             $        -      $        -    $  180,000      $        -
                                                    ------------    ------------  ------------    ------------

            Common stock issued in
             exchange for notes payable and
             accrued interest                        $  211,954      $        -    $  211,954      $        -
                                                    ============    ============  ============    ============

            Common stock issued for long-
             term obligations to related
             parties                                 $        -      $  625,000    $        -      $  625,000
                                                    ============    ============  ============    ============
</TABLE>

5.       Advances receivable
         -------------------

         The  Company  has  advanced  funds to a  company  for  working  capital
         purposes. The advances are unsecured,  non-interest bearing, and due on
         demand.

6.       Notes payable  subject to conversion into an  indeterminable  number of
         -----------------------------------------------------------------------
         shares of common stock
         ----------------------

         Notes  payable are due one year from the issuance date of the note with
         interest  at a rate  of 8%  per  annum.  The  notes,  including  unpaid
         interest,  are convertible,  in whole or in part, at any time after six
         months from the date of the note at the option of the holder. The notes
         are  convertible  at the option of the  Company  upon ten days  written
         notice after six months from the date of the note or at the time of any
         public  offering by the Company in an aggregate  amount of no less than
         $10,000,000,  or upon any merger or acquisition to which the Company is
         a party.  The notes may be  converted at a price per share equal to 70%
         of the closing bid price of the  Company's  common stock on the date of
         the notice of conversion.  There is no limit on the number of shares of
         common stock that would be required to by issued upon conversion of the
         notes  payable  and the number of shares  required  to be issued  could
         exceed the number of shares of the  Company's  common  stock  currently
         authorized.  The Company would have been  required to issue  73,940,835
         shares of its common stock if the principal and accrued interest of the
         notes were converted as of September 31, 2004.

         During the three months ended  September  30, 2004,  holders  converted
         $245,000 of notes and $17,250 of accrued  interest into 170,360  shares
         of the Company's common stock.

                                        9
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                   Consolidated Notes to Financial Statements
                               September 30, 2004

7.       Payable to related party
         ------------------------

         The  payable to  related  party is due to a company  controlled  by the
         president of the Company.  The  advances  are  unsecured,  non-interest
         bearing,  and due on demand  however,  this  company  has agreed not to
         demand repayment before June 2005.

8.       Preferred stock
         ---------------

         The  Company's  preferred  stock may be voting or have other rights and
         preferences as determined from time to time by the Board of Directors.

9.       Common stock
         ------------

         On  October  8,  2004,  the  Company's  Board of  Directors  approved a
         1-for-100  reverse stock split for all  shareholders  of record on that
         date.  All share  amounts in the  accompanying  consolidated  financial
         statements have been restated to reflect the reverse stock split.

         On January 21, 2004, the Board of Directors  authorized the issuance of
         60,000  shares of common  stock of the Company in exchange for $180,000
         of accrued payroll.  Management of the Company valued the shares issued
         at $3.00 per share, the closing bid price of the Company's common stock
         on the date of issuance.  Management of the Company estimated the value
         of the Company's shares granted after  considering the historical trend
         of the trading  prices for its common  stock and the limited  volume of
         shares being traded.

         On May 14,  2004,  the Board of  Directors  authorized  the issuance of
         45,000 shares of common stock of the Company in exchange for $90,000 of
         accrued payroll.  Management of the Company valued the shares issued at
         $2.00 per share, the closing bid price of the Company's common stock on
         the date of issuance.  Management of the Company estimated the value of
         the Company's shares granted after  considering the historical trend of
         the  trading  prices for its  common  stock and the  limited  volume of
         shares being traded.

         During the three months ended September 30, 2004, the Company issued an
         aggregate of 308,500  shares  (807,500  shares for the nine months then
         ended) of its common stock in exchange for  consulting  and  management
         services  aggregating  $317,250  ($1,588,750  for the nine  months then
         ended).  Management of the Company  valued the shares issued during the
         three months ended September 30, 2004 at approximately  $1.03 per share
         ($1.97 per share for the nine months then ended), the closing bid price
         of the  Company's  common stock on the date of issuance.  Management of
         the Company  estimated the value of the Company's  shares granted after
         considering  the historical  trend of the trading prices for its common
         stock and the limited volume of shares being traded.

                                       10
<PAGE>
                            NOVA COMMUNICATIONS LTD.

                   Consolidated Notes to Financial Statements
                               September 30, 2004

10.      Stock based compensation
         ------------------------

         During the three months ended September 30, 2004, the Company issued an
         aggregate  of 2,500  shares  (237,500  shares for the nine  months then
         ended of which 215,000  shares were issued to the Company's  president)
         of its common stock to employees as  compensation  for services for the
         three months ended  September 30, 2004  aggregating  $250 ($635,250 for
         the nine  months then  ended).  Management  of the  Company  valued the
         shares issued at $.03 per share, the closing bid price of the Company's
         common  stock  on the  date  of  issuance.  Management  of the  Company
         estimated the value of the Company's  shares granted after  considering
         the historical trend of the trading prices for its common stock and the
         limited volume of shares being traded.








































                                       11
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

Management's discussion and analysis contains various forward-looking statements
within the meaning of the Securities and Exchange Act of 1934.  These statements
consist of any statement  other than a recitation of historical  fact and can be
identified by the use of forward looking  terminology  such as "may",  "expect",
"anticipate",  "estimates", or "continue" or use of negative or other variations
of  comparable  terminology.  We  caution  that  these  statements  are  further
qualified  by  important  factors  that  could  cause  actual  results to differ
materially from those contained in our forward  looking  statements,  that these
forward looking  statements are necessarily  speculative,  and there are certain
risks and  uncertainties  that could  cause  actual  events or results to differ
materially from those referred to in our forward looking statements.

Management's  discussion  and analysis  should be read in  conjunction  with the
financial statements and the notes thereto.

RESULTS OF OPERATIONS

NINE MONTHS ENDED SEPTEMBER 30, 2004 COMPARED TO THE NINE MONTHS ENDED SEPTEMBER
30, 2003 AND THREE MONTHS ENDED  SEPTEMBER 30, 2004 COMPARED TO THE THREE MONTHS
ENDED SEPTEMBER 30, 2003:

On July 21, 2003 the Company  decided to dispose of Kadfield.  Kadfield has been
accounted for as a  discontinued  operation  and the results of operations  have
been  excluded from  continuing  operations  in the  consolidated  statements of
operations  for all  periods  presented.  During the three and six months  ended
September 30, 2004,  management has been devoting its efforts toward identifying
business  investment  and  acquisition  opportunities.  The Company is currently
providing working capital advances to a business opportunity.

Operating  expenses were $305,878 for the three months ended  September 30, 2004
compared to $46,359 for the three months ended  September 30, 2003. The increase
of $259,519 is a result of  incurring  $317,500 of outside  consulting  services
during the three months ended September 30, 2004.

FINANCIAL POSITION & LIQUIDITY AND CAPITAL RESOURCES

AS OF SEPTEMBER 30, 2004 COMPARED TO DECEMBER 31, 2003:

The  Company's  total assets of $979,251 as of September  30, 2004  increased by
$133,675  from those as of  December  31,  2003  primarily  as a result of three
factors.  The Company  negotiated  a final  payment on its notes  receivable  by
reducing  the amount to $8,600 that was  collected  during the nine months ended
September 30, 2004. The Company has advanced a business opportunity an aggregate
of $210,000  during the nine months ended September 30, 2004. And, net change in
cash during the nine months ended September 30, 2004 decreased by $51,451.

Payable  to related  party  increased  $178,500  during  the nine  months  ended
September 30, 2004 and aggregated  $442,732 as of that date.  This related party
has agreed not to demand  repayment of the  advances  before  November  2005 and
unless  cash is  available  from  operations  or from a  merger,  capital  stock
exchange,  asset  acquisition,  or other business  combination.  There can be no
assurances  that this  related  party will  continue to provide  advances to the
Company.

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<PAGE>
ITEM 3. CONTROLS AND PROCEDURES

As of September 30, 2004 the Company carried out an evaluation, under the
supervision and with the participation of the Company's management, including
the Company's Chief Executive Officer and President, of the effectiveness of the
design and operation of the Company's disclosure controls and procedures
pursuant to Rule 13a-14 of the  Securities Exchange Act of 1934.  Based upon
that eva1uation, these principal executive officers and principal financial
officer concluded that the Company's disclosure controls and procedures are
effective in timely alerting them to material information relating to the
Company, including its consolidated subsidiaries, required to be included in the
Company's periodic SEC filings. There have been no significant changes in
internal controls or in other factors that could significantly affect internal
controls subsequent to the date of our most recent evaluation.
























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<PAGE>
                           PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8K

(a)              Exhibits.
                 --------

Exhibit
Number           Description of Document

2                Articles and  Agreement of Merger  Between Nova  Communications
                 Ltd.  and  First  Colonial  Ventures,  Ltd.  -  July  21,  1999
                 (Incorporated by reference)

3(3)(i)(1)       First Colonial Ventures, Ltd. Articles of Incorporation - March
                 25, 1985 (Incorporated by reference)

3(3)(i)(2)       First  Colonial   Ventures,   Ltd.  Amendment  to  Articles  of
                 Incorporation - August 12, 1985 (Incorporated by reference)

3(3)(i)(3)       First  Colonial   Ventures,   Ltd.  Amendment  to  Articles  of
                 Incorporation -September 3, 1985 (Incorporated by reference)

3(3)(i)(4)       First  Colonial   Ventures,   Ltd.  Amendment  to  Articles  of
                 Incorporation -February 3, 1992 (Incorporated by reference)

3(3)(i)(5)       Nova  Communications  Ltd Articles of  Incorporation - July 13.
                 1999 (Incorporated by reference)

3(3)(ii)(1)      Bylaws (Incorporated by reference)

31.1             Rule 13a-14(a)/15d-14(a) Certification

31.2             Rule 13a-14(a)/15d-14(a) Certification

32.1             Section 1350 Certification

32.2             Section 1350 Certification

(b)              Reports on Form 8-K.
                 -------------------
                 No reports on Form 8-K were filed during the period covered by
                 this report.

                                   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.

May 30, 2006                     ENCOMPASS HOLDINGS, INC.


                                 By: /s/ ARTHUR N. ROBINS
                                 --------------------------
                                 Arthur N. Robins
                                 Chief Executive Officer

                                 By: /s/ LESLIE I. HANDLER
                                 --------------------------
                                 Leslie I. Handler, President









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