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,
            2005

   [ ]      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 16, 2005, the number of outstanding shares of the issuer's common
stock, $0.001 par value, was 10,975,193 shares.


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



                                        1
<PAGE>
                                TABLE OF CONTENTS




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

         Consolidated Unaudited Balance Sheets as of September 30, 2005
               and June 30, 2004 (restated)..................................  3

         Consolidated Unaudited Statements of Operations for the Quarters
               September 30, 2004 and 2005 (restated)........................  4

         Consolidated Unaudited Statement of Cash Flows for the
               Quarters ended September 30, 2005 and 2004 (restated).........  5

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


ITEM 2.  MANAGEMENT'S DISCUSSION & ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS .............................................. 10


ITEM 3.  CONTROLS AND PROCEDURES............................................. 12


                           PART II - OTHER INFORMATION

ITEM 2.  SALES OF UNREGISTERED SECURITIES AND USE OF PROCEEDS................ 12

ITEM 6.  EXHIBITS............................................................ 12


SIGNATURES................................................................... 12






























                                        2
<PAGE>

                            NOVA COMMUNICATIONS LTD.

                      Consolidated Condensed Balance Sheets

<TABLE>
<CAPTION>
                                                                               September 30,          June 30,
                                                                                   2005                 2005
                                                                            ------------------   ------------------
                                                                                (restated)           (restated)
<S>                                                                         <C>                  <C>
                                               Assets
                                               ------
Current assets:
   Cash                                                                      $              -     $         46,296
   Accounts receivable, less allowance for uncollectible accounts                     358,092              401,415
   Receivable from related party                                                      148,256               67,603
   Prepaid expenses                                                                   270,462              326,344
   Other current assets                                                                23,004               82,509
                                                                            ------------------   ------------------
     Total current assets                                                             799,814              924,167
Equipment, net                                                                     10,164,471           10,107,551
Other assets:
   Note receivable                                                                    139,923              147,036
   Deposits & other                                                                   422,221              325,075
   Other assets                                                                         4,942                3,000
                                                                            ------------------   ------------------
     Total other assets                                                               567,086              475,111
                                                                            ------------------   ------------------
                                                                             $     11,531,371     $     11,506,829
                                                                            ==================   ==================
                                Liabilities and Stockholders' Equity
                                ------------------------------------
Current liabilities:
   Accounts payable                                                          $      1,569,331     $      1,185,731
   Accrued liabilities                                                              1,153,752              899,569
   Unearned revenue                                                                   450,134              521,027
   Notes payable and accrued interest subject to conversion into
    an indeterminable number of shares of common stock                                166,961              163,459
   Derivative liabilities                                                             123,281              117,749
   Long-term debt due within one year                                               1,871,183            1,858,257
   Other current liabilities                                                          119,863                    -
                                                                            ------------------   ------------------
     Total current liabilities                                                      5,454,505            4,745,792
Long-term debt to related parties                                                     195,236              241,152
Long-term debt                                                                      2,369,964            2,369,694
Stockholders' equity:
   Preferred  stock; $.001 par value; authorized 200,000 shares;
    outstanding 200,000 shares                                                            200                  200
   Common stock; $.001 par value;  authorized  500,000,000
    shares; issued and outstanding 8,162,032 shares (6,001,332
    shares at June 30, 2005)                                                            8,162                6,001
   Common stock to be issued                                                        8,703,927            8,703,927
   Convertible promissory note and accrued interest                                   101,140              101,140
   Additional paid in capital                                                      23,043,168           22,809,499
   Retained deficit                                                               (28,344,931)         (27,470,576)
                                                                            ------------------   ------------------
     Total stockholders' equity                                                     3,511,666            4,150,191
                                                                            ------------------   ------------------
                                                                             $     11,531,371     $     11,506,829
                                                                            ==================   ==================
</TABLE>

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

                 Consolidated Condensed Statements of Operations


<TABLE>
<CAPTION>
                                                                                        Three months ended
                                                                                           September 30
                                                                            ---------------------------------------
                                                                                   2005                 2004
                                                                            ------------------   ------------------
                                                                                (restated)           (restated)
<S>                                                                         <C>                  <C>
Revenues                                                                     $      1,119,416     $              -

Cost of goods sold                                                                    276,039                    -
                                                                            ------------------   ------------------

Gross profit                                                                          843,377                    -

General and administrative expenses                                                 1,685,593              305,878
Research and development expenses                                                         647                    -
                                                                            ------------------   ------------------

Net loss from operations                                                             (842,863)            (305,878)

Other income (expenses):
   Change in fair value of derivative liabilities                                      (8,808)              30,398
   Interest expense                                                                   (22,684)              (9,773)
                                                                            ------------------   ------------------
         Total other income (expenses)                                                (31,492)              20,625
                                                                            ------------------   ------------------

Net loss from operations before provision for income taxes                           (874,355)            (285,253)

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

Net loss                                                                     $       (874,355)    $       (286,053)
                                                                            ==================   ==================



Net loss per common share                                                    $          (.145)    $          (.076)
                                                                            ==================   ==================
</TABLE>


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

                 Consolidated Condensed Statements of Cash Flows

<TABLE>
<CAPTION>
                                                                                        Three months ended
                                                                                           September 30
                                                                            ---------------------------------------
                                                                                   2005                 2004
                                                                            ------------------   ------------------
                                                                                (restated)           (restated)
<S>                                                                         <C>                  <C>
Cash flows from operating activities:
   Net loss                                                                  $       (874,355)    $       (286,053)
   Adjustment to reconcile net loss to net cash provided by
    (used in) operating activities:
     Depreciation & amortization                                                      295,017                    -
     Shares issued in exchange for compensation & services                            226,056              317,500
     Change in fair value of derivative liabilities                                     8,808              (30,398)
     Unearned revenue                                                                 (70,893)                   -
     Provision for income taxes                                                             -                  800
     Changes in assets and liabilities:
       Receivables                                                                     43,323                    -
       Other assets                                                                    16,299                    -
       Checks issued in excess of bank deposits                                             -                  181
       Accounts payable                                                               383,600                  969
       Other liabilities                                                              387,242              (12,674)
                                                                            ------------------   ------------------
                                                                                      415,097               (9,675)
Cash flows from investing activities:
   Capital expenditures                                                              (351,937)                   -
   Repayment of advances to related parties                                             7,113                    -
   Advances paid to related parties                                                   (80,653)                   -
                                                                            ------------------   ------------------
                                                                                     (425,477)                   -
Cash flows from financing activities:
   Advances received from related parties                                                   -                7,420
   Repayment to related parties                                                       (45,916)                   -
   Proceeds from convertible notes payable                                             10,000                    -
                                                                            ------------------   ------------------
                                                                                      (35,916)               7,420
                                                                            ------------------   ------------------

Net change in cash                                                                    (46,296)              (2,255)

Cash at beginning of period                                                            46,296                    -
                                                                            ------------------   ------------------

Cash at end of period                                                        $              -     $              -
                                                                            ==================   ==================

Supplemental schedule of noncash financing activities:
   Common stock issued in exchange for accrued payroll                       $              -     $        180,000
                                                                            ==================   ==================
   Notes and accrued interest converted into common stock                    $          9,774     $        211,954
                                                                            ==================   ==================
</TABLE>

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

                   Consolidated Notes to Financial Statements
                               September 30, 2005

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

         BUSINESS  COMBINATIONS  AND BASIS OF  CONSOLIDATION:  The  consolidated
         condensed   financial   statements   include  the   accounts  of  Nova,
         AquaXtremes,  Inc.,  Xtreme  Engines,  Inc.,  NACIO Systems,  Inc., and
         Interactive  Holding Group, Inc. since their acquisitions and Kadfield,
         Inc. until its divestiture.  All intercompany accounts and transactions
         have been eliminated.

         On August 30, 2004, the Company  acquired 51% of Realized  Development,
         Inc. Realized Development,  Inc. changed its name to AquaXtremes,  Inc.
         ("Aqua") in December  2004.  On May 9, 2005,  the Company  acquired the
         remaining 49% of Aqua.

         In December 2004, Aqua formed Xtreme Engines, Inc. ("Engines") and owns
         100% of its common stock.

         Effective  April 1, 2005,  the Company  acquired 100% of NACIO Systems,
         Inc.  ("NACIO").  NACIO owns 100% of Interactive  Holding  Group,  Inc.
         ("IHG").

         The  Company  disposed  of its'  common  stock  of  Kadfield  effective
         December 31, 2004.

         INTERIM REPORTING:  The Company's  year-end for accounting  purposes is
         June 30. In the opinion of Management,  the  accompanying  consolidated
         condensed  financial  statements  as of September 30, 2005 and 2004 and
         for the three months then ended,  consisting  of only normal  recurring
         adjustments, except as noted elsewhere in the notes to the consolidated
         condensed  financial  statements,   necessary  to  present  fairly  its
         financial  position,  results of its  operations  and cash  flows.  The
         results of operations for the three months ended September 30, 2005 and
         2004 are not  necessarily  indicative of the results to be expected for
         the full year.

         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  correctly  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".

         The Company  estimated the fair value of the conversion  feature of its
         notes  payable to be $123,281 as of September  30, 2005 and is reported
         in  the   accompanying   consolidated   balance   sheet  as  derivative
         liabilities. Under EITF No. 00-19, this

                                        6
<PAGE>
                            NOVA COMMUNICATIONS LTD.

              Consolidated Notes to Condensed Financial Statements
                               September 30, 2005


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

         RESTATEMENT OF CONSOLIDATED  FINANCIAL STATEMENTS TO REFLECT DERIVATIVE
         ACCOUNTING   (CONTINUED):   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 expense for the change in fair
         value  of  derivative  liabilities  in the  consolidated  statement  of
         operations  of $8,808 for the three  months  ended  September  30, 2005
         (other  income of $30,398  for the three  months  ended  September  30,
         2004).

         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.

         Revenue  recognition:  Revenues for NACIO consist of dedicated Internet
         access fees;  hosting,  co-location and ESF fees;  sales of third party
         hardware and software;  fees for systems and technical  integration and
         administration;  fees for power and server  connection and connectivity
         services.

         Monthly   service  revenue   related  to  Internet   access,   hosting,
         co-location  and  ESF  is  recognized  over  the  period  services  are
         provided.  Service and equipment  installation revenue is recognized at
         completion of installation and upon commencement of services.  Payments
         received in advance of providing services are deferred until the period
         such  services  are  provided,  except  in the  case of  non-refundable
         payments  including  last-month  deposits,  which are  recognized  when
         service  is  initiated.  Equipment  sales and  installation  revenue is
         recognized when installation is completed.

         Revenues  for IHG consist of computer  software  compliance  monitoring
         services and products.  Service revenues related to software compliance
         monitoring are generally  billed annually  recognized  ratably over the
         period  services are provided.  Software  product sales are  recognized
         when software is provided.

                                        7
<PAGE>
                            NOVA COMMUNICATIONS LTD.

              Consolidated Notes to Condensed Financial Statements
                               September 30, 2005


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

         REVENUE RECOGNITION (CONTINUED):  Revenues for Aqua consist of the sale
         of  dealerships  and are  recognized  when  dealership  agreements  are
         signed.

         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  6,048,177  for the three  months ended
         September 30, 2005  (3,751,503 for the three months ended September 30,
         2004). Common stock to be issued is not considered to be a common stock
         equivalent  as the  effect  on net  loss  per  common  share  would  be
         dilutive.

2.       Operations
         ----------

         The  Company's  operating   strategies  focus  on  the  development  of
         recreational  water sports products and operating and managing its high
         speed Internet access and enterprise server facilities.

         The Company has begun  selling  distributorships  for its  recreational
         water sports  products and expects to begin  manufacturing  and selling
         those products in 2006.

         Management  of the Company  believes that  operations  from the sale of
         these  products will be  profitable  by the fourth  quarter of 2006 and
         that the Company will recover its development costs within five years.

         The Company also purchased  NACIO  effective  April 1, 2005.  Since its
         acquisition,  management has pursued  aggressive cost cutting  programs
         and eliminated unprofitable products. Management believes these actions
         will enable NACIO to achieve profitable operations.

         The Company is dependent upon its ability to obtain additional  capital
         and debt financing until the Company ultimately achieve  profitability,
         if ever.

         The  consolidated  financial  statements  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.

3.       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  rates  ranging  from  8% to 20%  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

                                        8
<PAGE>
                            NOVA COMMUNICATIONS LTD.

              Consolidated Notes to Condensed Financial Statements
                               September 30, 2005


3.       Notes payable  subject to conversion into an  indeterminable  number of
         -----------------------------------------------------------------------
         shares of common stock (continued)
         ----------------------------------

         ten days written  notice after six months and one year 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 prices per share ranging from 70% to 90% 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 1,655,356  shares of its common stock
         if the principal and accrued interest of the notes were converted as of
         September 30, 2005.

4.       Common stock
         ------------

         During  the  three  months  ended  September  30,  2005,  the  Board of
         Directors  authorized the issuance of 2,160,700  shares of common stock
         of the  Company in  exchange  for  accrued  legal  fees,  management  &
         consulting services. Management of the Company valued the shares issued
         at $.28 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.






















                                        9
<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.

EXECUTIVE LEVEL OVERVIEW

The Company's operating strategies focus on the development of recreational
water sports products and managing its high speed Internet access and enterprise
server facilities. The Company has begun selling distributorships for its
recreational water sports products and expects to begin manufacturing and
selling those products in 2006.

Management has also devoted substantial efforts in the operations of NACIO by
pursuing aggressive cost cutting programs and eliminated unprofitable products.

Revenues for NACIO consist of dedicated Internet access fees; hosting,
co-location and ESF fees; sales of third party hardware and software; fees for
systems and technical integration and administration; fees for power and server
connection and connectivity services. Monthly service revenue related to
Internet access, hosting, co-location and ESF.

Revenues for IHG consist of computer software compliance monitoring services and
products.

Revenues for Aqua to date consist of the sale of dealerships.

Nova Communications LTD presently has executive offices at 55 Leveroni Court,
Novato CA. NACIO's enterprise server facilities are also located at that
address. Currently, the only significant business risk of NACIO's operations is
that the electricity to power the ESF is obtained from a single-source supplier,
Pacific Gas & Electric. NACIO has available back-up power generators sufficient
to continue to power their enterprise server facilities in the event of
short-term power losses. However, if the supply of power to NACIO by Pacific Gas
& Electric were delayed or curtailed, the ability of NACIO to provide services
to its customers could be adversely affected.










                                        10
<PAGE>
RESULTS OF OPERATIONS
---------------------

Three months ended September 30, 2005 compared to the three months ended
------------------------------------------------------------------------
September 30, 2004:
-------------------

                                   Three months ended June 30:
                    ----------------------------------------------------------
                        2005           2004          Increase           %
                    ------------   ------------   -------------   ------------
     Sales          $  1,119,416   $          -   $   1,119,416        -%
                    ============   ============   =============   ============

The increase in sales was attributable to the two factors: (1) the purchase of
NACIO effective April 1, 2005, and (2) Aqua began selling dealerships.

                                  Three months ended June 30:
                    ---------------------------------------------------------
                       2005           2004          Increase           %
                    ------------   ------------   ------------   ------------
     Cost of sales  $    276,039   $          -   $    276,039        -%
                    ============   ============   ============   ============

The increase in the cost of sales was attributable to the purchase of NACIO
effective April 1, 2005. Cost of sales related entirely to NACIO's products.

<TABLE>
<CAPTION>
                                                         Three months ended June 30:
                                           ----------------------------------------------------------
                                              2005           2004          Increase           %
                                           ------------   ------------   ------------   -------------
<S>                                        <C>            <C>            <C>            <C>
     General and administrative expenses   $  1,739,934   $    305,878   $  1,434,056       469%
                                           ============   ============   ============   =============
</TABLE>

The increase in selling, general & administrative expenses was attributable to
two factors: the purchase of NACIO effecting April 1, 2005, and (2) the issuance
of common stock for services increased $289,339.

FINANCIAL POSITION & LIQUIDITY AND CAPITAL RESOURCES

As of September 30, 2005 compared to June 30, 2005:

<TABLE>
<CAPTION>
                                                        September 30,     June 30,
                                                            2005           2005         (decrease)         %
                                                       --------------  -------------  -------------  -------------
<S>                                                    <C>             <C>            <C>            <C>
     Accounts receivable, net                            $    138,196   $    401,415   $  (263,219)     (65.6)
                                                       ==============  =============  =============  =============
</TABLE>

The decrease in accounts receivable was attributed to NACIO placing a priority
in collecting accounts receivable more timely.

                                        11
<PAGE>
ITEM 3.  CONTROLS AND PROCEDURES

As of September 30, 2005, an evaluation was performed under the supervision and
with the participation of the Company's management, including the Principal
Executive Officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures. Based on that evaluation, the
Company's management, including the Chief Executive Officer concluded that the
Company's disclosure controls and procedures were effective as of September 30,
2005. There have been no significant changes in the Company's internal controls
or in other factors that could significantly affect internal controls subsequent
to September 30, 2005.

                           PART II - OTHER INFORMATION

ITEM 2.  SALES OF UNREGISTERED SECURITIES AND USE OF PROCEEDS

On or about August 18, 2005,  the Company  issued  400,000  shares of its common
stock to Barry Davis in consideration of the payment of $4,400.00.

On or about  September 1, 2005,  the Company  issued 20,000 shares of its common
stock to Philip  Rodriquez upon the exercise by Mr.  Rodriquez of the conversion
rights under the Company's  Convertible  Promissory Note dated November 14, 2003
in the principal amount of $5,000.  In addition to the principal of $5,000,  Mr.
Rodriquez converted accrued interest in the amount of approximately $608.00


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8K

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

Exhibit
Number           Description of Document

 3.1             Articles of Incorporation as Amended *

 3.2             By laws *

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

* Filed by reference to a prior filing of the Registrant.

                                   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 ___, 2006                    ENCOMPASS HOLDINGS, INC.


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

                                 By: /s/ LESLIE I. HANDLER
                                 --------------------------
                                 Leslie I. Handler, President and
                                 Acting Chief Financial Officer








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