**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         July 31,2006
OR

[   ]

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         0-17263
CHAMPIONS SPORTS, INC.(Exactname of registrant as specified in its charter)
Delaware
52-1401755
(State or other jurisdiction of
(I.R.S. Employer
organization)
Identification No.)

2200 Wilson Blvd., Suite 102-316, Arlington VA22201(Address of principal executiveoffices)(Zip code)
(703) 526-0400(Registrant'stelephone number, including area code)
       Indicate by check markwhether the Registrant (1) has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12months (or for such shorter period that the Registrant was required to file suchreports), and (2) has been subject to such filing requirements for the past 90days.  Yes       x      No          
       As of September 8, 2006the Registrant had a total of 16,824,658 shares of common stockoutstanding.****   

**CHAMPIONS SPORTS, Inc.********FORM10-QSB**
INDEX
 
       

Page

Part I. 

Financial Information
   
Item 1.   Financial Statements
   
Condensed Consolidated Balance Sheet as of
  
July 31, 2006 (Unaudited)

3
  
Condensed Consolidated Statements of Operations
  
for the three months ended July 31, 2006 and
  
July 31, 2005 (Unaudited)

4
  
Condensed Consolidated Statements of Cash Flow for the
  
three months ended July 31, 2006 and July 31, 2005(Unaudited)

5
    
Notes to Condensed Consolidated Financial Statements(Unaudited)

6 - 17
  
Item 2.   Management's Discussions andAnalysis
  
              ofFinancial Condition and Results of Operations

18 - 22
  
Item 4.   Controls and Procedures

22
   
Part II.

Other Information and Signatures
     
Item 4.   Submission of Matters to a Vote ofSecurity Holders

23
 
Item 6.   Exhibits and Reports on Form8-K

23
 
Signatures

24
   
Certification Pursuant to Section 302 of the Sarbanes-Oxley Actof 2002

25

Certification Pursuant to Section 302 of the Sarbanes-Oxley Actof 2002

26

Certification Pursuant to Section 906 of the Sarbanes-Oxley Actof 2002

27

**2**   
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****CONSOLIDATED BALANCESHEET****JULY 31, 2006(UNAUDITED)**
**ASSETS**  
**CURRENT ASSETS**
  
       Cash and cashequivalents

$
623 
   
**                TOTALASSETS**

$
623 
   
**LIABILITIES AND STOCKHOLDERS'(DEFICIT)**     
**CURRENT LIABILITIES**
  
       Accountspayable

$
31,754 
       Dividend payable onpreferred stock
 
350,460 
       Other accruedexpenses
 
287,342 
       Officer loanspayable
 
18,900 

**                 Totalcurrent liabilities**
 
688,456 
   
**COMMITMENTS AND CONTINGENCIES**
     
**STOCKHOLDERS' (DEFICIT)**
  
       Preferred stock, $10par value; 56,075 shares authorized;
  
          32,450shares issued and outstanding
 
324,500 
       Common stock, $.001 parvalue; 50,000,000 shares authorized;
  
          16,824,658issued and outstanding
 
16,825 
       Additional paid-incapital
 
5,922,349 
       Accumulateddeficit
 
 (6,951,507)

       Total stockholders'(deficit)
 
 (687,833)
   
**TOTAL LIABILITIES AND STOCKHOLDERS' (DEFICIT)**

$
623 

The accompanying notes are an integral part of these condensedconsolidated financial statements.**3**   

**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****CONDENSED CONSOLIDATED STATEMENTSOF OPERATIONS****FOR THE THREE MONTHS ENDED JULY31, 2006 AND 2005 (UNAUDITED)**
 
**2006** 
**2005**
****
   
**OPERATING REVENUE**

       Sales

$
- 
 
$
- 
 
**                  Totaloperating revenue**
 
- 
  
- 
 
**COSTS AND OPERATING EXPENSES**
   
       General andadministrative
 
17,320 
  
69,999 
 
**                 Totalcosts and operating expenses**
 
17,320 
  
69,999 
 
**LOSS BEFORE OTHER (EXPENSE)**
 
(17,320)
  
(69,999)
 
**DISCONTINUED OPERATIONS**

       Loss from discontinuedoperations (net of taxes)
 
-   
(23,331)
       Loss on disposal ofassets
 
- 
  
(142,520)
 
**                 Totaldiscontinued operations**
 
- 
  
(165,851)
 
**NET (LOSS) BEFORE PROVISION FOR INCOME TAXES**
 
(17,320)  
(235,850)
       Provision for incometaxes
 
- 
  
- 
 
**NET LOSS APPLICABLE TO COMMON STOCKHOLDERS**

$
 (17,320)
 
$
 (235,850)
 
**BASIC AND DILUTED LOSS PER COMMON SHARE**

$
 (0.00)
 
$
 (0.01)
 
**WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING**
 
16,824,658 
  
16,824,658 

The accompanying notes are an integral part of these condensedconsolidated financial statements.**4**   

**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****CONDENSED CONSOLIDATED STATEMENTSOF CASH FLOWS****FOR THE THREE MONTHS ENDED JULY31, 2006 AND 2005 (UNAUDITED)**
 
**2006**
 
**2005**

**CASH FLOW FROM OPERATING ACTIVITIES**

**Continuing Operations:**

       Net loss

$
 (17,320)

$
(69,999)

**       Adjustments toreconcile net loss to net cash**

**         providedby (used in) operating activities**:
 
**       Changes in assetsand liabilities**

              Decreasein accounts receivable

-  
- 
               Decreasein other current assets

-  
- 
               Decreasein other assets

-  
- 
               Accountspayable

 (1,497) 
17,147 
               Otheraccrued expenses

- 
 
19,774 

               Totaladjustments

 (1,497)
 
36,921 
 
**       Net cash (used in)operating activities operations**

 (18,817)
 
(33,078)
 
**Discontinued Operations:**

       Loss from discontinuedoperations

- 
 
(165,851)

**       Adjustments toreconcile net loss to net cash**

**         providedby operating activities:**

               Losson disposal of assets

-  
142,520  
**       Changes in assetsand liabilities**

               Inventories

-  
18,459 
               Deposits

- 
 
11,052 

               Totaladjustments

- 
 
172,031 
 
**               Netcash provided by operating activities - discontinued operations**

- 
 
6,180 
 
**               Netcash (used in) operating activities -**
   
**                 continuingand discontinued operations**

(18,817)
 
(26,898)
 
**CASH FLOWS FROM INVESTING ACTIVITIES**

**Continuing Operations:**

       Proceeds from officerloans payable

18,900  
-  
**Discontinued Operations:**

       Proceeds from sale ofassets

- 
 
10,000 
 
**               Netcash provided by investing activities**

18,900 
 
10,000 
 
**NET INCREASE (DECREASE) IN**

**       CASH AND CASHEQUIVALENTS**

83  
(16,898) 
**CASH AND CASH EQUIVALENTS -**

**       BEGINNING OFPERIOD**

540 
 
84,513 
 
**CASH AND CASH EQUIVALENTS - END OF PERIOD**

$
623 

$
67,615 
 
**SUPPLEMENTAL DISCLOSURE OF CASH FLOWINFORMATION:**

       Cash paid during theperiod for:

               Interestpaid

$
- 

$
- 

               Incometaxes paid

$
- 

$
- 

The accompanying notes are an integral part of these condensedconsolidated financial statements.**5**   

**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS****JULY 31, 2006 AND 2005(UNAUDITED)**
**NOTE 1-     ORGANIZATION AND BASISOF PRESENTATION**

Champions Sports, Inc., (the "Company") a Delawarecorporation, promoted a sport theme restaurant bar concept through Company ownedand licensed operations. The Company sold the rights to the Champions brand toMarriott International, Inc. (Marriott) and became a licensee of ChampionsSports Bar Restaurants. Substantially all memorabilia sales are to Marriott. OnJune 23, 2005, the Company ceased operations for its' only sports bar located inSan Antonio, Texas.  Fixed assets with a net book value of $152,520 were soldfor $10,000 and inventory consisting of primarily restaurant food and beveragewas sold for $3,200.

The condensed consolidated unaudited interim financialstatements included herein have been prepared, without audit, pursuant to therules and regulations of the Securities and Exchange Commission. The condensedconsolidated financial statements and notes are presented as permitted on Form10-QSB and do not contain information included in the Company's annualconsolidated statements and notes. Certain information and footnote disclosuresnormally included in financial statements prepared in accordance with accountingprinciples generally accepted in the United States of America have beencondensed or omitted pursuant to such rules and regulations, although theCompany believes that the disclosures are adequate to make the informationpresented not misleading. The results for the three months ended July 31, 2006may not be indicative of the results for the entire year.

These statements reflect all adjustments, consistingof normal recurring adjustments, which in the opinion of management, arenecessary for fair presentation of the information contained herein.

The Company has reclassified its financial statementsto take effect for the disposal of its only operating business.

**6**   
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 2-     SUMMARY OF SIGNIFICANTACCOUNTING POLICIES**
**                   Principlesof Consolidation**

The condensed consolidated financial statementsinclude the accounts of the Company and its subsidiaries. All materialintercompany transactions have been eliminated in consolidation. 

**                   Propertyand Equipment**

Property and equipment are stated at cost.Depreciation and amortization is computed from the date property is placed inservice using the straight-line method over estimated useful lives asfollows:
 
Life

Furniture and equipment

5-15 years 
Leasehold improvements

Remaining term of the lease 
Depreciation and amortization expense was $0 for thethree months ended July 31, 2006 and 2005, respectively. 

**                   Useof Estimates**

The preparation of consolidated financial statementsin conformity with accounting principles generally accepted in the United Statesof America requires management to make estimates and assumptions that affect thereported amounts of assets and liabilities and disclosures of contingent assetsand liabilities at the date of the consolidated financial statements and thereported amounts of revenues and expenses during the reporting period.  Actualresults could differ from those estimates. 

**7**   
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 2-     SUMMARY OF SIGNIFICANTACCOUNTING POLICIES (CONTINUED)**
**                   Net(Loss) Per Share**

Historical net (loss) per common share is computedusing the weighted average number of common shares outstanding. Diluted earningsper share (EPS) includes additional dilution from common stock equivalents, suchas stock issuable pursuant to the exercise of stock options and warrants. Commonstock equivalents were not included in the computation diluted earnings pershare when the Company reported a loss because to do so would be antidilutivefor periods presented.

The following is a reconciliation of the computationfor basic and diluted EPS:
      
**July 31,**  
**July 31,**      
**2006**
  
**2005**
        
Net loss
    
$
 (17,320)
 
$
  (235,850)
        
Weighted-average common shares
     
Outstanding (Basic)
   
16,824,658  
16,824,658         
Weighted-average common stock
     
Equivalents
       
       Stockoptions
   
-  
- 
       Warrants
    
- 
  
- 
        
Weighted-average common shares
     
Outstanding (Diluted)
    
16,824,658 
  
16,824,658 

Options and warrants outstanding to purchase stockwere not included in the computation of  diluted EPS for July 31, 2006 and 2005because inclusion would have been antidilutive.  

**                   Cashand Cash Equivalents**

For purposes of the condensed consolidated statementsof cash flow, the Company considers all highly liquid debt instruments purchasedwith a maturity of three months or less, unless restricted as to use, to be cashequivalents. At various times throughout  the periods the Company had amounts ondeposit at financial institutions in excess of  federally insured limits.

**8**    	
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 2-     SUMMARY OF SIGNIFICANTACCOUNTING POLICIES (CONTINUED)**
**                   IncomeTaxes**

The Company has adopted the provisions of Statement ofFinancial Accounting Standards No. 109 (the Statement), Accounting for IncomeTaxes. The Statement requires an asset and liability approach for financialaccounting and reporting for income taxes, and the recognition of deferred taxassets and liabilities for the temporary differences between the financialreporting bases and tax bases of the Company's assets and liabilities at enactedtax rates expected to be in effect when such amounts are realized orsettled.

**                   FairValue of Financial Instruments**

The carrying amounts of the Company's financialinstruments, including cash and cash equivalents, accounts payable, and accruedexpenses, officer loans payable approximate fair values because of the shortmaturities of these instruments.

**                   Optionsfor Common Stock**

The Company uses the intrinsic value method to accountfor options granted to executive officers, directors and other key employees forthe purchase of common stock. No compensation expense is recognized on the grantdate, since at that date, the option price equals or is higher than the marketprice of the underlying common stock. The Company discloses the pro forma effectof accounting for stock options under the fair value method. The Company usesthe fair value method to account for options granted to advisors for thepurchase of common stock.

**                   Stock-BasedCompensation**

Employee stock awards under the Company's compensationplans are accounted for in accordance with Accounting Principles Board OpinionNo. 25 ("APB 25"), "Accounting for Stock Issued to Employees", and relatedinterpretations.  The Company provides the disclosure requirements of Statementof Financial Accounting Standards No. 123, "Accounting for Stock-BasedCompensation" ("FAS 123"), and related interpretations.  Stock-based awards tonon-employees are accounted for under the provisions of FAS 123 and has adoptedthe enhanced disclosure provisions of FAS No. 148 "Accounting for Stock-BasedCompensation- Transition and Disclosure, an amendment of FAS No. 123".

**9**   

**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 2-     SUMMARY OF SIGNIFICANTACCOUNTING POLICIES (CONTINUED)**
**                   Stock-BasedCompensation (Continued)**

The Company measures compensation expense for itsemployee stock-based compensation using the intrinsic-value method. Under theintrinsic-value method of accounting for stock-based compensation, when theexercise price of options granted to employees is less than the estimated fairvalue of the underlying stock on the date of grant, deferred compensation isrecognized and is amortized to compensation expense over the applicable vestingperiod. In each of the periods presented, the vesting period was the period inwhich the options were granted. 

The Company measures compensation expense for itsnon-employee stock-based compensation under the Financial Accounting StandardsBoard (FASB) Emerging Issues Task Force (EITF) Issue No. 96-18, "Accounting forEquity Instruments that are Issued to Other Than Employees for Acquiring, or inConjunction with Selling, Goods or Services". The fair value of the optionissued is used to measure the transaction, as this is more reliable than thefair value of the services received. The fair value is measured at the value ofthe Company's common stock on the date that the commitment for performance bythe counterparty has been reached or the counterparty's performance is complete.The fair value of the equity instrument is charged directly to compensationexpense and additional paid-in capital.

**                   RecentAccounting Pronouncements**
**                   ShareBased Payments**

In December 2004, the FASB issued Financial AccountingStandards No. 123 (revised 2004) (FAS 123R), "Share-Based Payment, " FAS 123Rreplaces FAS No. 123, "Accounting for Stock-Based Compenasation", and supersedesAPB Opinion No. 25, "Accounting for Stock Issued to Employees."  FAS 123Rrequires compensation expense, measured as the fair value at the grant date,related to share-based payment transactions to be recognized in the financialstatements over the period that an employee provides service in exchange for theaward.  The Company intends to adopt FAS 123R using the "modified prospective"transition method as defined in FAS 123R.  Under the modified prospectivemethod, companies are required to 1) record compensation cost prospectively forthe unvested portion, as of the date of adoption, of previously issued andoutstanding awards over the remaining vesting period of such awards.  FAS 123Ris effective January 1, 2006. The implementation of this standard did not have amaterial impact on its financial position, results of operations or cashflows.

**10**   

**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 2-     SUMMARY OF SIGNIFICANTACCOUNTING POLICIES (CONTINUED)**
**                   RecentAccounting Pronouncements (Continued)**
**                   InventoryCosts**

In November 2004, the FASB issued Financial AccountingStandards No. 151 (FAS 151), "Inventory Costs - an amendment of ARB No. 43,Chapter 4".  FAS 151 clarifies the accounting for abnormal amounts of idlefacility expense, freight, handling costs and spoilage.  In addition, FAS 151requires companies to base the allocation of fixed production overhead to thecosts of conversion on the normal capacity of production facilities.  FAS 151 iseffective for the Company in 2006.  The implementation of this standard did nothave a material impact on its financial position, results of operations or cashflows.

**                   Exchangeof Non-Monetary Assets**

On December 16, 2004, FASB issued Statement ofFinancial Accounting Standards No. 153, "Exchanges of Non-monetary Assets, anamendment of APB Opinion No. 29, Accounting for Non-monetary Transactions" ("FAS153").  This statement amends APB Opinion 29 to eliminate the exception fornon-monetary exchanges of similar productive assets and replaces it with ageneral exception for exchanges of non-monetary assets that do not havecommercial substance.  Under FAS 153, if a non-monetary exchange of similarproductive assets meets a commercial-substance criterion and fair value isdeterminable, the transaction must be accounted for at fair value resulting inrecognition of any gain or loss.  FAS 153 is effective for non-monetarytransactions in fiscal periods that begin after June 15, 2005.  Theimplementation of this standard did not have a material impact on its financialposition, results of operations or cashflows.
 	**11**    	
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 2-     SUMMARY OF SIGNIFICANTACCOUNTING POLICIES (CONTINUED)**
**                   RecentAccounting Pronouncements (Continued)**
**                   AccountingChanges and Error Corrections**

In May 2005, the FASB issued FAS No. 154,"Accounting Changes and Error Corrections." FAS No. 154 replaces AccountingPrinciples Board ("APB") Opinion No. 20, "Accounting Changes" and FASNo. 3, "Reporting Accounting Changes in Interim Financial Statements." SFASNo. 154 requires retrospective application to prior periods' financialstatements of a voluntary change in accounting principle unless it isimpracticable. APB No. 20 previously required that most voluntary changesin accounting principle be recognized by including the cumulative effect ofchanging to the new accounting principle in net income in the period of thechange. FAS No. 154 is effective for accounting changes and corrections oferrors made in fiscal years beginning after December 15, 2005. Theimplementation of this standard did not have a material impact on its financialposition, results of operations or cash flows.

**                   Accountingfor Certain Hybrid Financial Instruments**

In February 2006, the ASB issued FASNo. 155, "Accounting for Certain Hybrid Financial Instruments, an amendmentof FASB Statements No. 133 and 140." FAS No. 155 resolves issuesaddressed in FAS No. 133 Implementation Issue No. D1, "Application ofStatement 133 to Beneficial Interests in Securitized Financial Assets," andpermits fair value remeasurement for any hybrid financial instrument thatcontains an embedded derivative that otherwise would require bifurcation,clarifies which interest-only strips and principal-only strips are not subjectto the requirements of FAS No. 133, establishes a requirement to evaluateinterests in securitized financial assets to identify interests that arefreestanding derivatives or that are hybrid financial instruments that containan embedded derivative requiring bifurcation, clarifies that concentrations ofcredit risk in the form of subordination are not embedded derivatives and amendsFAS No. 140 to eliminate the prohibition on a qualifying special-purposeentity from holding a derivative financial instrument that pertains to abeneficial interest other than another derivative financial instrument. FASNo. 155 is effective for all financial instruments acquired or issued afterthe beginning of the first fiscal year that begins after September 15,2006. The Company is currently evaluating the effect the adoption of FASNo. 155 will have on its financial position or results of operations.

**12**    	
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 2-     SUMMARY OF SIGNIFICANTACCOUNTING POLICIES (CONTINUED)**
**                   RecentAccounting Pronouncements (Continued)**
**                   Accountingfor Servicing of Financial Assets**

In March 2006, the FASB issued FAS No. 156,"Accounting for Servicing of Financial Assets, an amendment of FASB StatementNo. 140." FAS No. 156 requires an entity to recognize a servicingasset or liability each time it undertakes an obligation to service a financialasset by entering into a servicing contract under a transfer of the servicer'sfinancial assets that meets the requirements for sale accounting, a transfer ofthe servicer's financial assets to a qualified special-purpose entity in aguaranteed mortgage securitization in which the transferor retains all of theresulting securities and classifies them as either available-for-sale or tradingsecurities in accordance with FAS No. 115, "Accounting for CertainInvestments in Debt and Equity Securities" and an acquisition or assumption ofan obligation to service a financial asset that does not relate to financialassets of the servicer or its consolidated affiliates. 

Additionally, FAS No. 156 requires all separatelyrecognized servicing assets and servicing liabilities to be initially measuredat fair value, permits an entity to choose either the use of an amortization orfair value method for subsequent measurements, permits at initial adoption aone-time reclassification of available-for-sale securities to trading securitiesby entities with recognized servicing rights and requires separate presentationof servicing assets and liabilities subsequently measured at fair value andadditional disclosures for all separately recognized servicing assets andliabilities. FAS No. 156 is effective for transactions entered into afterthe beginning of the first fiscal year that begins after September 15,2006. The Company is currently evaluating the effect the adoption of FASNo. 156 will have on its financial position or results of operations.

**                   Reclassifications**

The loss from discontinued operations for the threemonths ended July 31, 2005 was reclassified to reflect the sale of the Company'sonly operating business activity in the condensed consolidated statements ofoperations in accordance with the provisions of FAS 144. The reclassificationhad no effect on net loss for the three-month period ended July 31,2005. Thereclassifications had no effect on net loss for the three months ended July 31,2006. 

**13**    	
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 3-**     **COMMITMENTS ANDCONTINGENCIES**
**                   Operatingleases**

The Company leased, as tenant, restaurant space underan operating lease, which expired June 30, 2005 and was not renewed. The leaseescalated for increases in the landlord's expenses for increases in the ConsumerPrice Index, and required additional rentals based on a percentage of restaurantsales over a defined amount. The lease granted the Company certain concessions,which were amortized to lease expense over the term of the lease.

Rental expense during the three months ended July 31,2006 and 2005 was $105 and $43,132, respectively.

**NOTE 4-**     **MARRIOTTLICENSE**

The Company was an exclusive supplier of sportsmemorabilia and a consultant to all new Champions Sports Bars located inMarriott and Renaissance Hotels worldwide.  This agreement was terminated byMarriott effective May 28, 2005. 

**NOTE 5-     OTHER ACCRUEDEXPENSES**

This account represents accrued officer's payroll andrelated payroll taxes. 

**NOTE 6-      OFFICER LOANSPAYABLE**

For the quarter ended July 2006, the Company receivedworking capital advances from an officer of the Company which are due on demandwithout interest.  

**NOTE 7-     STOCKHOLDERS'DEFICIT**
**                   CommonStock**

The Company has 50,000,000 shares authorized and16,824,658 shares issued and outstanding at July 31, 2005.

There were no issuances of common stock during thethree months ended July 31, 2006 and 2005, respectively.

**14**    	
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 7-     STOCKHOLDERS'DEFICIT (CONTINUED)**
**                   PreferredStock**

The Company has 56,075 shares of preferred stockauthorized and 32,450 shares issued and outstanding at July 31, 2006. 

There were no issuances of preferred stock during thethree months ended July 31, 2006 and 2005, respectively.

The Series A preferred stock required a dividend of 12percent per annum, and the dividends were accrued on the Company's book if notpaid. The dividend was paid in common stock of the Company at the Company'sdiscretion. The number of shares comprising the dividend was paid in commonstock and determined by dividing $1.20 by the closing bid price for the commonstock on the payment date. The Series A preferred stock is preferred inliquidation or dissolution up to the amount of their par value ($10 per share).The Series A preferred stock in 2004 converted into 15 shares of the Company'scommon stock. There were no conversions in 2006 and 2005.

For each of the nine fiscal years ended April 30,2004, the Company deferred payment of the annual dividend on the Series Apreferred stock. For the quarters ended January 31, 2006 and 2005, the deferralwas $0, respectively. Preferred stock dividends in arrears at July 31, 2005aggregated $350,460 ($10.83 per preferred share). Effective November 2003,pursuant to a board resolution, the Company cancelled its payment and/oraccruing of preferred stock dividends.  

**                   CommonStock Options**

The Company in 1993 adopted a stock option plan, whichexpired on August 2, 2002. No options were exercised under the plan. All optionsgranted by the Company were granted pursuant to board resolutions and not underthe stock option plan. 

**NOTE 8-     GOINGCONCERN**

As shown in the accompanying condensed consolidatedfinancial statements, the Company has sustained net operating losses for theyears ended April 30, 2006 and 2005 and for the three months ended July 31, 2006and has sustained large accumulated deficits that raise substantial doubt aboutits ability to continue as a going concern. In addition, the Company is insearch of acquiring a business, or finding a suitable merger candidate. 

**15**    	
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 8-     GOING CONCERN(CONTINUED)**

Management has restructured the Company and iscontinuing to search for a more profitable company to acquire. 

The Company's future success is dependent upon itsability to achieve profitable operations and generate cash from operatingactivities, and upon additional financing. There is no guarantee that theCompany will be able to raise enough capital or generate revenues to sustain itsoperations. The condensed consolidated financial statements do not include anyadjustments that might result from the outcome of this uncertainty.

**NOTE 9-     PROVISION FOR INCOMETAXES**

Deferred income taxes will be determined using theliability method for the temporary differences between the financial reportingbasis and income tax basis of the Company's assets and liabilities. Deferredincome taxes will be measured based on the tax rates expected to be in effectwhen the temporary differences are included in the Company's consolidated taxreturn. Deferred tax assets and liabilities are recognized based on anticipatedfuture tax consequences attributable to differences between financial statementcarrying amounts of assets and liabilities and their respective taxbases.

At July 31, 2006 and 2005, deferred tax assets consistof the following: 
 
2006 
2005
Deferred tax asset

$
2,433,027 
$
2,403,212 
Less:  valuation allowance
 
(2,433,027)
 
(2,403,212)

Net deferred tax asset

$
-0- 

$
-0- 

At July 31, 2006 and 2005, the Company had federal netoperating loss carryforwards in the approximate amounts of $6,951,507 and$6,866,319 available to offset future taxable income. The Company establishedvaluation allowances equal to the full amount of the deferred tax assets due tothe uncertainty of the utilization of the operating losses in futureperiods

**16**   
**CHAMPIONS SPORTS, INC. ANDSUBSIDIARIES****NOTES TO CONDENSED CONSOLIDATEDFINANCIAL STATEMENTS (CONTINUED)****JULY 31, 2006AND 2005 (UNAUDITED)**
**NOTE 10-      DISPOSAL OFBUSINESS**

On June 23, 2005, the Company ceased operations forits' only sports bar located in San Antonio, Texas.  Fixed assets with a netbook value of $152,520 were sold for $10,000 and inventory consisting ofprimarily restaurant food and beverage was sold for $3,200.  The Company'scondensed consolidated financial statements have been reclassified to reflectthis sale as discontinued operations, for all periods presented. Summarizedoperating results of discontinued operations are as follows
 	  
**July 31,** 
**July 31,**  
**2006**
 
**2005**
 
Revenues  

$
0 

$
273,622 

Net loss before income taxes    

$
0 

$
 (235,850) 

Provision for taxes

$
- 

$
- 

Net loss  

$
0 

$
 (235,850)

Net loss per share

$
 (0.00)

$
 (0.01)

Diluted loss per share

$
 (0.00)

$
 (0.01)

**17**   

Item 2.   Managements Discussion and Analysis ofFinancial Condition and Results of Operations.
There is substantial doubt about the Company's ability tocontinue as a going concern. The Company's independent auditor, for the yearending April 30, 2006, has expressed substantial doubt that the Company cancontinue as a going concern due to recurring losses and working capital shortageand that there is no guarantee that the Company will be able to raise enoughcapital or generate revenues to sustain its operations. The Company iscontinuing to face severe liquidity and cash problems as of date of the filingof this 10-QSB and has been meeting its working capital needs by receivingadvances from its executive officer, James Martell, in June and July, 2006. TheCompany can give no assurance that these advances can continue.  It is theintention of the Company to continue operations until such time as Championsfinds a new business opportunity, merges with another company or raisesadditional financing, although there is no assurance that this can be done onterms satisfactory to the Company. The Company is pursuing various businessopportunities in order to continue operations. If the Company's liquiditysituation does not improve, the Company might have to discontinue its businessas a going concern. 
The Company ceased its restaurant operations at San AntonioChampions location on June 23, 2005. The lease on that location expired on June30, 2005 and the Company vacated the premise on that date. The Company'scondensed consolidated financial statements have been reclassified to reflectthis cessation of business as discontinued operations for the comparative threemonths period ending July 31, 2005.
Through July 31, 2006 and currently, the business plan for theCompany is to actively pursue opportunities to initiate new ventures on its ownand also to pursue opportunities whereby the Company will primarily serve as avehicle for the acquisition of a target business that the Company believes willhave significant growth potential. The Company intends to use its  capitalstock,  to  effect a new  business or a business combination  with a privatecompany  that desires to establish a public  trading  market for its  securitieswhile  avoiding  what it may deem to be adverse  consequences  of  undertaking apublic offering itself, such as time delays, significant expense, loss of votingcontrol and other burdens including significant  professional fees. The businesscombination may be with a financially stable, mature company or a company thatis financially unstable or in its early stages of development orgrowth.
Through July 31, 2006 and currently, the business plan for theCompany is to actively pursue opportunities whereby the Company will primarilyserve as a vehicle for the acquisition of a target business that the Companybelieves will have significant growth potential. The Company intends to use itscapital stock, to effect a  business  combination  with a private company  thatdesires to establish a public  trading  market for its  securities whileavoiding  what it may deem to be adverse  consequences  of  undertaking a publicoffering itself, such as time delays, significant expense, loss of votingcontrol and other burdens including significant  professional fees. The businesscombination may be with a financially stable, mature company or a company thatis financially unstable or in its early stages of development orgrowth.
In seeking to attain this business objective, the Company willnot restrict its search to any particular industry.  Rather,  the Company  mayinvestigate businesses  of  essentially  any kind or nature and  participate  inany type of business  that may, in  management's  opinion,  meet the businessobjectives as described in this document.  The Company emphasizes that thedescription in this document of its business objectives is extremely general andis not meant to restrict the discretion of management to search for and enterinto potential business opportunities.
The  Company  has not chosen the  particular  business in whichthe Company will engage in and has not  conducted  any market  studies  withrespect to any business  or industry to  evaluate  the  possible  merits orrisks of the target business or the particular industry in which the Company mayultimately operate. To the extent  that the  Company  may enter into a businesscombination  with a financially  unstable  company or an entity in its earlystage of development or growth, including entities without established recordsof sales or earnings, The Company  will become  subject to numerous  risksinherent in the  business  and operations of financially  unstable and earlystage or potential emerging growth companies.  **18**   

In addition, to the extent that the Company may enter a businesscombination with an entity in an industry characterized by a high level of risk,the Company will become subject to the currently unascertainable risks of thatindustry.  An extremely high level of risk frequently characterizes certainindustries that experience rapid growth. In addition,  although the Company willendeavor  to evaluate  the risks  inherent  in a  particular  industry or targetbusiness,  the Company  cannot give  assurance  that the Company  will  properlyascertain or assess all significant risk factors.
The Company  anticipates that target business candidates will bebrought to its attention from various  unaffiliated  sources,  including but notrestricted to, investment bankers, venture capitalists, securitiesbroker-dealers,  bankers and other  members of the  financial  community,  whomay present  solicited  or unsolicited proposals. Company's officers anddirectors and their affiliates may also bring to the Company's attention targetbusiness candidates.  While the Company does not  presently  anticipateengaging  the services of  professional firms that  specialize  in  businessacquisitions  on any formal or basis,  the Company may engage such firms in thefuture, in which event, the Company may pay a finder's fee or othercompensation  for such  introductions if they result in consummatedtransactions.  These fees are customarily between 1% and 5% of the size of theoverall transaction, based upon a sliding scale of the amountinvolved.
The Company's management will have significant flexibility inidentifying and selecting a prospective target business.  In evaluating aprospective target business, the management will consider, among other factors,the following:
- financial condition and results of operation of thetarget;
- growth  potential of the target and that of the industry inwhich the target   operates;
- experience and skill of the target's  management andavailability of additional personnel; o the capital requirements of thetarget;
- competitive  position of the target;
- stage of development that the target's products,  processes orservices are at;
- degree of current or  potential  market  acceptance  of thetarget's products,  processes or services;
- proprietary features and the degree of intellectual property orother protection of the target's products, processes or services;
- regulatory environment of the industry in which the targetoperates;
- prospective equity interest in, and opportunity for control of,the target; and
- costs associated with effecting the businesscombination.
These criteria are not intended to be exhaustive.  Any evaluationrelating to the merits of a particular business combination will be based, tothe extent relevant, on the above factors as well as other considerations deemedrelevant by management in connection with effecting a business combinationconsistent with Company's business objective.
In connection with Company's  evaluation of a prospective  targetbusiness, the Company  anticipates  that it will  conduct due  diligence  reviewthat will encompass, among other things, meetings with incumbent management andinspection of facilities,  as well as a review of financial or otherinformation that will be made available to theCompany.**19**   
The Company will endeavor to structure a business combination soas to achieve the most favorable tax treatment to the Company, the targetbusiness and both of the companies' stockholders.  There can be no assurance,however, that the Internal Revenue Service or appropriate state tax authoritywill agree with the tax treatment of the business combination.
Until the Company is presented with a specific  opportunity  fora business combination, the Company is unable to ascertain with any degree ofcertainty the time and  costs  required  to  select  and  evaluate  a targetbusiness  and to structure  and  complete  the  business  combination.   Anycosts  incurred  in connection  with the  identification  and  evaluation  of aprospective  target business with which a business  combination  is notultimately  completed  will result in a loss to the Company and will reduce theamount of capital  otherwise available to complete a businesscombination.
Although the Company intends to carefully scrutinize themanagement of a prospective target business before effecting a businesscombination, the Company cannot give assurance that its assessment of thetarget's management will prove to be correct, especially in light of thepossible inexperience of Company's management in evaluating certain types ofbusinesses.  In addition,  the Company cannot  give  assurance  that  thetarget's  future  management  will  have the necessary  skills,  qualificationsor  abilities  to  manage a  public  company intending  to embark on a programof  business  development.  Furthermore, the future role of Company's officersand directors,  if any, in the target business cannot  presently be stated withany certainty.  It is possible that one or more of the Company's officers anddirectors will remain associated in some capacity with the Company following abusiness combination and will devote their efforts to the affairs of the newbusiness combination.  Moreover, the Company cannot give assurance that itsofficers and directors will have significant experience or knowledge relating tothe operations of the particular target business.
The Company may seek to recruit additional managers to supplementthe incumbent management of the target business. The Company,  however,  cannotgive assurance  that it will be able to  recruit  additional  managers  whohave the requisite  skills,  knowledge or  experience  necessary to enhance theincumbent management.
The Company expects to encounter intense competition from otherentities having a similar business objective. Many of these entities, includingfinancial consulting companies and venture capital firms, have longer operatinghistories and have   extensive   experience in   identifying   and effectingbusiness combinations, directly or through affiliates. Many of these competitorspossess significantly greater financial, technical and other resources.  TheCompany cannot give assurance that it will be able to effectively compete withthese entities.  In the event the Company is unable to compete effectively withthese entities, the Company may be forced to evaluate less attractive prospectsfor a business combination. If the Company is forced to evaluate these lessattractive prospects, the Company cannot give assurance that the stated businessobjectives will be met.
Results of Operation
       For the three monthsended July 31, 2006, the Company's net loss was $17,320 and the net loss for thethree months ended July 31, 2005 was $235,850.  The Company's total assets forthe three months ended July 31, 2006 were $623.
Revenues
       The Company's totaloperating revenues were $0.00 for the three months ended July 31, 2006 and $0.00for the three-month period ended July 31, 2005.  The Company ceased operationsat San Antonio Champions restaurant location on June 23, 2005 after the lease onthat location expired. The Company's condensed consolidated financial statementshave been reclassified to reflect this cessation of business as discontinuedoperations for the comparative three months period ending July 31,2005.**20**   
Expenses
       General andadministrative expenses were $17,320 for the three months ended June 31, 2006compared to $69,999 for the three months ended July 31, 2005, which reflectedthe expenses of discontinuing the Champions restaurant operations. 
Liquidity and Capital Resources
       The Company's cashposition as of July 31, 2006 was $623 compared to $540 on April 30, 2006. Forthe three month period, the Company's continuing operations used $18,817 incash. The Company met its liquidity needs by receiving advances from itsexecutive officer, James Martell. 
       The Company's workingcapital was a negative $687,833 on July 31, 2006 and a negative $670,513 onApril 30, 2006.  The Company's working capital is very unfavorable when comparedto other public companies.
Other   
Risk factors
       The risks anduncertainties described below are not the only ones facing the Company.Additional risks not presently known or that the Company currently considersbeing insignificant may also impair the Company's business operations in thefuture.  The Company's business, financial condition and plan of operationscould be materially adversely affected by any of the following risks.
       The Company iscontinuing to incur losses through July 31, 2006 and there is substantial doubtabout the Company's ability to continue as a going concern, which means that theCompany may not be able to continue operations unless it obtains additionalfunding, finds a new business opportunity or merges with or is acquired byanother company.   The Company is actively   pursuing merger or acquisitioncandidates and other financing possibilities to meet its liquidity needs.  Thereis no assurance that the Company will be able to structure a merger oracquisition, or raise additional financing to continue operations on termssatisfactory to the Company.
       The loss of theservices of the Company's  key employee,  James Martell,  the  Company'sChairman,  President  and  CEO,  may  have a material adverse affect on theCompany's business, financial condition and its ability to find a new businessopportunity, obtain  additional  funding or structuring a merger oracquisition.
       The Company may, in thefuture, issue additional shares of the Company's common stock, which wouldreduce shareholders' percent of ownership and may dilute their share value. TheCompany's Articles of Incorporation authorize the issuance of 50,000,000 sharesof common stock, par value $.001 per share. As of September 8, 2006 the Companyhad 16,824,658 shares of common stock issued and outstanding.  The futureissuance of all or part of the remaining authorized common stock may result insubstantial dilution in the percentage of the common stock held by the Company'sthen existing shareholders.  The Company may value any common stock issued inthe future on an arbitrary basis. The issuance of common stock for futureservices or acquisitions or other corporate actions may have the effect ofdiluting the value of the shares held by the shareholders, and might have anadverse effect on any trading market for the Company's common stock.
       The Company's commonstock may be affected by sporadic or limited trading volume and may fluctuatesignificantly.  Although the Company's  common stock has continually  beentrading  publicly  since 1985,  at times  actively,  it can be currentlyconsidered  to be trading on a sporadic or limited  basis on the OTC  BulletinBoard in comparison to the NASDAQ National Market, the American Stock Exchange,New York Stock  Exchange and other national  securities  exchanges and there canbe no assurance that an active trading market for the common stock  willdevelop.  As a result,  this could  adversely  affect the shareholders'  abilityto sell  their  common  stock  in  short  time periods, or possibly at all.Therefore, the Company cannot assure that there will be liquidity in the commonstock.  The common stock has experienced, and is likely to experience in thefuture, significant price and volume fluctuations, which could adversely affectthe market price of the common stock without regard to the Company's operatingperformance.  In addition, the Company believes that factors such as quarterlyfluctuations in the Company's financial results and changes in the overalleconomy or the condition of the financial markets could cause the price of thecommon stock to fluctuate substantially.**21**   
       The Company's commonstock is deemed to be "penny stock," which may make it more difficult forshareholders to resell their shares due to suitability requirements.  The commonstock is a penny stock. Penny stocks generally are equity securities with aprice of less than $5.00 per  share  other  than  securities  registered  oncertain  national securities  exchanges or quoted on the NASDAQ Stock  Market,provided that current price and volume information with respect to transactionsin  such  securities  is  provided  by the  exchange  or  system.  The Company'ssecurities may be subject to "penny stock rules" that impose additional salespractice requirements on broker-dealers who sell such securities to personsother than established  customers and accredited investors  (generally  thosewith  assets in excess of  $1,000,000  or annual  income  exceeding  $200,000or $300,000  together  with their spouse).  For transactions covered by theserules, the broker-dealer must make a special suitability determination for thepurchase of such securities and have received the purchaser's written consent tothe transaction prior to the purchase.  Additionally,  for any transactioninvolving  a penny  stock,  unless  exempt,  the "penny  stock  rules" requirethe  delivery,  prior  to the  transaction,  of a  disclosure scheduleprescribed  by the  Commission  relating  to the penny stock market. Thebroker-dealer  also must disclose the commissions  payable to both  thebroker-dealer  and  the  registered  representative  and current  quotations forthe securities.  Finally, monthly statements must be sent disclosing recentprice information on the limited market in penny stocks.  Consequently,  the"penny stock rules" may restrict the ability of  broker-dealers  to sellCompany's  securities and may have the  effect of  reducing  the level oftrading  activity  of the common stock in the secondary  market.  The foregoingrequired penny stock restrictions will not apply to securities if suchsecurities maintain a market price of $5.00 or greater.  The Company can give noassurance that the price of its securities will reach or maintain such alevel.
**SPECIAL NOTE REGARDING FORWARD-LOOKINGSTATEMENTS**
       This document contains"forward-looking statements" (within the meaning of the Private SecuritiesLitigation Act of 1995) that inherently involve risk and uncertainties.  TheCompany generally uses words such as "believe," "may," "could," "will,""intend,"  "expect,"  "anticipate,"  "plan," and similar expressions to identifyforward-looking statements.  One should not place undue reliance on theseforward-looking statements.  The Company's actual results could differmaterially from those anticipated in the forward-looking statements for manyunforeseen factors, which may include, but are not limited to, changes ingeneral economic conditions, the ongoing threat of terrorism, ability to haveaccess to financing sources on reasonable terms and other risks that aredescribed in this document. Although the Company believes the expectationsreflected in the forward-looking statements are reasonable, they relate only toevents as of the date on which the statements are made, and the Company's futureresults, levels of activity, performance or achievements may not meet theseexpectations.  The Company does not intend to update any of the forward-lookingstatements after the date of this document to conform these statements to actualresults or to changes in the Company's expectations, except as required bylaw.
Item 4.     Controls andProcedures
The Company maintains a set of disclosure controls and proceduresdesigned to ensure that information required to be disclosed by the Company inthe reports filed under the Securities Exchange Act, is recorded, processed,summarized and reported within the time periods specified by the SEC's rules andforms. Disclosure controls are also designed with the objective of ensuring thatthis information is accumulated and communicated to the Company's management,including the Company's chief executive officer and chief financial officer, asappropriate, to allow timely decisions regarding requireddisclosure.**22**   

Based upon their evaluation as of the end of the period coveredby this report, the Company's chief executive officer and chief financialofficer concluded that, the Company's disclosure controls and procedures are noteffective to ensure that information required to be included in the Company'speriodic SEC filings is recorded, processed, summarized, and reported within thetime periods specified in the SEC rules and forms.
The Company's Board of Directors was advised by Bagell, Josephs,Levine & Company, L.L.C., the Company's independent registered publicaccounting firm, that during their performance of audit procedures for FY 2006,Bagell, Josephs & Company, L.L.C. identified a material weakness as definedin Public Company Accounting Oversight Board Standard No. 2 in the Company'sinternal control over financial reporting.
This deficiency consisted primarily of inadequate staffing andsupervision that could lead to the untimely identification and resolution ofaccounting and disclosure matters and failure to perform timely and effectivereviews. However, the size of the Company prevents it from being able to employsufficient resources to enable the Company to have adequate segregation ofduties within its internal control system. Management is required to apply itsjudgment in evaluating the cost-benefit relationship of possible controls andprocedures.
Certifications  of the Chief Executive  Officer and ChiefFinancial Officer regarding,  among other items,  disclosure  controls andprocedures are included immediately after the signature section of this Form10-QSB.
**Part II.   Other Information**
**Item 4.     Submission of Matters toA Vote of Security Holders**
       None
**Item 6.     Exhibits and Reports onForm 8-K**
       None**23**   

SIGNATURES
Pursuant to the requirements of Securities Exchange Act of 1934,the registrant has duly caused this report to be signed on its behalf by theundersigned hereunto duly authorized.
 
**CHAMPIONS Sports, Inc.**
    
/s/ James Martell
  
James Martell
  
Chairman, President , CEO and CFO
 
Date: September 8, 2006

**24**   

CERTIFICATION OF CHIEF EXECUTIVE OFFICER
Section 302 Certification
I, JAMES MARTELL, certify that:
(1) I have reviewed this quarterly report on Form 10Q-SB ofCHAMPIONS SPORTS, INC., a Delaware corporation (the "registrant");
(2) Based on my  knowledge,  this  quarterly  report does notcontain any untrue statement of a material fact or omit to state a material factnecessary to make the statements made, in light of the  circumstances  underwhich such statements were made, not  misleading  with respect to the periodcovered by this quarterly report;
(3) Based on my  knowledge,  the  financial  statements,  andother  financial information  included in this quarterly  report,  fairlypresent in all material respects the financial  condition,  results ofoperations  and cash flows of the registrant as of, and for, the periodspresented in this quarterly report;
(4) The  registrant's  other  certifying  officers  and I areresponsible  for establishing and maintaining  disclosure  controls andprocedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for theregistrant and have:
       (a) Designed suchdisclosure controls and procedures to ensure that material information relatingto the registrant, including its consolidated     subsidiaries, is made known tous by others within those entities, particularly during the period in which thisquarterly report is being      prepared;
       (b) Evaluated theeffectiveness of the registrant's disclosure controls and  procedures  as of adate  within 90 days prior to the  filing  date of this  quarterly report (the"Evaluation Date"); and
       (c) Presented  in  thisquarterly   report  our  conclusions   about  the effectiveness  of thedisclosure  controls  and  procedures  based  on our evaluation as of theEvaluation Date;
(5) The registrant's  other certifying  officers and I havedisclosed,  based on our most recent evaluation, to the registrant's auditorsand the audit committee of the  registrant's  board of directors (or personsperforming  the equivalent functions):
       (a) all  significantdeficiencies  in the design or  operation of internal controls which couldadversely affect the registrant's ability to record,  process,  summarize andreport  financial data and have  identified for the registrant's auditors anymaterial weaknesses in internal controls; and
       (b) any fraud,  whetheror not material,  that involves management or other employees who have asignificant  role  in  the  registrant's  internal controls; and
(6) The registrant's  other  certifying  officers and I haveindicated in this quarterly report whether there were significant  changes ininternal controls or in other factors that could significantly affect internalcontrols subsequent to the date of our most recent  evaluation,  including anycorrective  actions with regard to significant deficiencies and materialweaknesses.
Date:  September 8, 2006
By: 
/s/ James Martell
  
James Martell
  
Chief Executive Officer
 
**25**   
CERTIFICATION OF CHIEF FINANCIAL OFFICER
Section 302 Certification
I, James Martell, certify that:
 (1) I have reviewed this quarterly report on Form 10Q-SB ofCHAMPIONS SPORTS, INC., a Delaware corporation (the "registrant");
(2) Based on my knowledge, this  quarterly  report does notcontain any untrue statement of a material fact or omit to state a material factnecessary to make the statements made, in light of the  circumstances  underwhich such statements were made, not  misleading  with respect to the periodcovered by this quarterly report.
(3) Based on my  knowledge,  the  financial  statements,  andother  financial information  included in this quarterly  report,  fairlypresent in all material respects the financial  condition,  results ofoperations  and cash flows of the registrant as of, and for, the periodspresented in this quarterly report; 
 (4) The  registrant's  other  certifying  officers  and I areresponsible  for establishing and maintaining  disclosure  controls andprocedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for theregistrant and have:
       (a) Designed  suchdisclosure  controls  and  procedures  to ensure  that  material informationrelating to the registrant, including its consolidated subsidiaries, is  madeknown  to  us by  others  within  those  entities, particularly  during  theperiod in which  this  quarterly  report is being     prepared;
       (b) Evaluated theeffectiveness of the registrant's disclosure controls and procedures  as of adate  within 90 days prior to the  filing  date of this quarterly report (the"Evaluation Date"); and
       (c)  Presented  inthis  quarterly   report  our  conclusions   about  the effectiveness  of thedisclosure  controls  and  procedures  based  on our evaluation as of theEvaluation Date;
(5) The registrant's  other certifying  officers and I havedisclosed,  based on our most recent evaluation, to the registrant's auditorsand the audit committee of the  registrant's  board of directors (or personsperforming  the equivalent functions):
       (a) all  significantdeficiencies  in the design or  operation of internal controls which couldadversely affect the  registrant's  ability to record, process,  summarize andreport  financial data and have  identified for the registrant's auditors anymaterial weaknesses in internal controls; and
       (b) any fraud,  whetheror not material,  that involves management or other employees who have asignificant  role  in  the  registrant's  internal controls; and
(6) The  registrant's other  certifying  officers and I haveindicated in this quarterly report whether there were significant  changes ininternal controls or in other factors that could significantly affect internalcontrols subsequent to the date of our most recent evaluation, including anycorrective  actions with regard to significant deficiencies and materialweaknesses.
Date:  September 8, 2006
By: 
/s/ James Martell
  
James Martell
  
Chief Financial Officer
 
**26**   
**CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350 AS ADOPTEDPURSUANT TO****SECTION 906 OF THE SARBANES-OXLEYACT OF 2002**
In connection with the quarterly report of Champions Sports, Inc.(the "Company") on Form 10-QSB for the three months ended July 31, 2006 as filedwith the Securities and Exchange Commission on the date hereof (the "Report"),each of the undersigned, in the capacities and on the dates indicated below,hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant toSection 906 of the Sarbanes-Oxley Act of 2002, that to theirknowledge:
1.     The Report fully complies withthe requirements of Section 13(a) or 15(d) of the Securities Exchange Act of1934; and 
2.     The information contained in theReport fairly presents, in all material respects, the financial condition andresults of operation of the Company. 

Dated September 8, 2006

By: 
/s/ James Martell
  
James M. Martell, Chief Executive Officer and
  
Chief Financial Officer
 
**27**