**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**





**FORM
      10-QSB**





(Mark
      One)





**x
      QUARTERLY REPORT UNDER
      SECTION 13 OR 15(d) OF THE**


**SECURITIES
      EXCHANGE ACT OF 1934**





For
      the
      quarterly period ended **September
      30, 2005**





**o
      TRANSITION REPORT UNDER
      SECTION 13 OR 15(d) OF THE**


**SECURITIES
      EXCHANGE ACT OF 1934**




For
      the
      transition period from _____ to ____





Commission
      File Number: **0-21142**





**SANDSTON
      CORPORATION**


(Exact
      name of small business issuer as specified in its charter)




**Michigan**
            
            **38-2483796**(State
                or other jurisdiction of
                incorporation or organization)
            
            (I.R.S.
                Employer Identification No.)




**40950
      Woodward Avenue, Suite 304, Bloomfield Hills, MI 48304**


(Address
      of principal executive offices) (Zip Code)





**(248)
      723-3007**


(Issuer's
      telephone number, including area code)





Check
      whether the issuer (1) has filed all reports required to be filed by section
      13
      or 15(d) of the Securities 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. x YES
o No





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). x YES
o No





State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date:


No
      par
      value Common Stock: **8,396,981
      outstanding as of November 9, 2005**





Transitional
      Small Business Disclosure Format:  o YES x NO












**PART
      I -- FINANCIAL INFORMATION**





**Item
      1.**  **Financial
      Statements**





**Sandston
      Corporation**


**Condensed
      Balance Sheet**


**September
      30, 2005 and December 31, 2004**





**September
                      30, 2005**
                  
                  **December
                      31, 2004**(Unaudited)**Assets**Current
                      assets:Cash
                  
                  $
                  15,861
                  
                  $
                  42,286**Liabilities
                      and Stockholders’ Equity**Current
                      liabilities:Accounts
                      payable
                  
                  $
                  11,206
                  
                  $
                  9,872Accrued
                      expenses
                  
                  
                  3,000
                  
                  
                  2,000Total
                      current liabilities
                  
                  
                  14,206
                  
                  
                  11,872Stockholders’
                      equity:Common
                      stock, no par value, 30,000,000 shares authorized, 8,396,981
                      shares
                      outstanding
                  
                  
                  33,679,784
                  
                  
                  33,679,784Accumulated
                      deficit
                  
                  
                  (33,678,129
                  )
                  
                  (36,649,370
                  )Total
                      shareholders’ equity
                  
                  
                  1,655
                  
                  
                  30,414Total
                      liabilities and shareholders’ equity
                  
                  $
                  15,861
                  
                  $
                  42,286
  See
          notes
          to condensed financial statements.




Page
          2




**Sandston
      Corporation**


**Condensed
      Statements of Operations**


**For
      The Three- and Nine-Month Periods Ended September 30, 2005 and
      2004**




**Three
                    Months Ended September 30,**
                
                **Nine
                    Months Ended September 30,****2005**
                
                **2004**
                
                **2005**
                
                **2004**(Unaudited)
                ****
                (Unaudited)
                ****
                (Unaudited)
                ****
                (Unaudited)Net
                    revenues
                
                $
                -
                
                $
                -
                
                $
                -
                
                $
                -General
                    and administrative expenses
                
                
                6,373
                
                
                8,712
                
                
                28,759
                
                
                40,428Operating
                    loss from continuing operations
                
                
                (6,373
                )
                
                (8,712
                )
                
                (28,759
                )
                
                (40,428
                )Income
                    taxes
                
                
                -
                
                
                -
                
                
                -
                
                
                -Loss
                    from continuing operations
                
                
                (6,373
                )
                
                (8,712
                )
                
                (28,759
                )
                
                (40,428
                )Discontinued
                    operations (Note 1):Loss
                    from discontinued operations
                
                
                -
                
                
                -
                
                
                -
                
                
                (615,770
                )Gain
                    on sale of net assets of discontinued operations
                
                
                -
                
                
                -
                
                
                -
                
                
                3,789,352Income
                    from discontinued operations
                
                
                -
                
                
                -
                
                
                -
                
                
                3,173,582Net
                    income (loss)
                
                $
                (6,373
                )
                $
                (8,712
                )
                $
                (28,759
                )
                $
                3,133,154Per
                    share amounts - basic and diluted (Note 2):Continuing
                    operations
                
                $
                -
                
                $
                -
                
                $
                -
                
                $
                (0.01
                )Discontinued
                    operations
                
                $
                -
                
                $
                -
                
                $
                -
                
                $
                0.48Weighted
                    average shares outstanding (Note 2):Basic
                    and diluted
                
                
                8,396,981
                
                
                8,396,981
                
                
                8,396,981
                
                
                6,647,732





**Sandston
      Corporation**


**Condensed
      Statements of Comprehensive Income (Loss)**


**For
      The Three- and Nine-Month Periods Ended September 30, 2005 and
      2004**




**Three
                  Months Ended September 30,**
              
              **Nine
                  Months Ended September 30,****2005**
              
              **2004**
              
              **2005**
              
              **2004**(Unaudited)
              
              (Unaudited)
              
              (Unaudited)
              
              (Unaudited)Net
                  income (loss)
              
              $
              (6,373
              )
              $
              (8,712
              )
              $
              (28,759
              )
              $
              3,133,154Other
                  comprehensive income - equity adjustment from foreign
                  translation
              
              
              -
              
              
              -
              
              
              -
              
              
              64,757Comprehensive
                  income (loss)
              
              $
              (6,373
              )
              $
              (8,712
              )
              $
              (22,759
              )
              $
              3,197,911





See
      notes
      to condensed financial statements.





Page
          3





**Sandston
      Corporation**


**Condensed
      Statements of Cash Flows**


**For
      The Nine-Month Periods Ended September 30, 2005 and 2004**




**Nine
                  Months Ended September 30,****2005**
              
              **2004****(Unaudited)**
              
              **(Unaudited)**Cash
                  flows from operating activities:Net
                  income (loss)
              
              $
              (28,759
              )
              $
              3,133,154Adjustments
                  to reconcile net income (loss) to net cash flows used in operating
                  activities:Gain
                  on sale of net assets of discontinued operations
              
              
              -
              
              
              (3,789,352
              )Operating
                  cash flows from discontinued operations
              
              
              -
              
              
              493,219Changes
                  in assets and liabilities that provided cash:Accounts
                  payable
              
              
              1,334
              
              
              10,631Accrued
                  expenses
              
              
              1,000
              
              
              -Net
                  cash used in operating activities
              
              
              (26,425
              )
              
              (152,348
              )Cash
                  flows from investing activities:Investing
                  cash flows used in discontinued operations
              
              
              -
              
              
              (230,230
              )Net
                  cash used in investing activities
              
              
              -
              
              
              (230,230
              )Cash
                  flows from financing activities:Issuance
                  of common stock (Note 1)
              
              
              -
              
              
              50,000Financing
                  cash flows from discontinued operations
              
              
              -
              
              
              188,934Net
                  cash provided by financing activities
              
              
              -
              
              
              238,934Foreign
                  currency translation effect - discontinued operations
              
              
              -
              
              
              (13,292
              )Net
                  decrease in cash and cash equivalents
              
              
              (26,425
              )
              
              (156,936
              )Cash
                  at beginning of period
              
              
              42,286
              
              
              207,139Cash
                  at end of period
              
              $
              15,861
              
              $
              50,203Supplemental
                  disclosures of cash flow information:Cash
                  paid for interest by discontinued operations
              
              
              -
              
              $
              202,566Cash
                  paid for income taxes
              
              
              -
              
              
              -Non-cash
                  financing and investing activities:Disposal
                  of net assets of discontinued operations:Sales
                  price - liabilities assumed
              
              
              
              
              $
              13,485,268Cash
                  sold
              
              
              
              
              
              (198,664
              )All
                  other assets sold
              
              
              
              
              
              (9,497,252
              )Gain
                  on sale of assets and liabilities
              
              
              
              
              $
              3,789,352
  See
      notes
      to condensed financial statements.





Page
          4





**Sandston
      Corporation**


**Notes
      To Consolidated Condensed Financial Statements**


**For
      The Three- and Nine Month Periods Ended September 30, 2005 and
      2004**





**Note
      1 - Basis of Presentation**





Pursuant
      to a recommendation of Nematron Corporation’s Board of Directors and approval by
      its shareholders on January 13, 2004, on March 31, 2004 Nematron sold to NC
      Acquisition Corporation ("Purchaser") all of its tangible and intangible assets,
      including its real estate, accounts, equipment, intellectual property,
      inventory, goodwill and other intangibles, except for $30,000 in cash, (the
      "Net
      Asset Sale"). The Purchaser also assumed all of Nematron’s liabilities pursuant
      to the Net Asset Sale. Following the Net Asset Sale, Nematron’s only remaining
      assets were $30,000 in cash; it retained no liabilities. On April 1, 2004
      Nematron amended its Articles of Incorporation to change its name to Sandston
      Corporation (the “Company”) and implemented a shareholder approved one-for-five
      reverse stock split of the Company’s common stock, whereby every five issued and
      outstanding shares of the Company’s common stock became one share. Also, on
      April 1, 2004 Nematron sold a total of 5,248,257 post-split shares to Dorman
      Industries, LLC (“Dorman Industries”) for $50,000. Dorman Industries is a
      Michigan limited liability company wholly owned by Mr. Daniel J. Dorman, who
      became the Company’s Chairman of the Board, CEO and President following such
      stock purchase. By virtue of its purchase of common stock, Dorman Industries
      owns 62.5% of the outstanding common stock of the Company.





Although
      the Company does not currently have any revenue generating activities, the
      Company intends to build long-term shareholder value by acquiring and/or
      investing in and operating strategically positioned companies. The Company
      expects to target companies in several industry groups. The targeted companies
      are generally expected to have the following characteristics: sales volume
      of
      between $20 million and $250 million; value added manufacturing, distribution
      and business services; fragmented industries; experienced management; and
      consistent historical financial performance. The Company has yet to acquire,
      or
      enter into an agreement to acquire, any company.





During
      the period prior to the Net Asset Sale, the Company had wholly-owned
      subsidiaries in the United Kingdom, Canada, Michigan and Alabama. The assets
      and
      liabilities of these subsidiaries were included in the Net Asset Sale described
      above, and since April 1, 2004, the Company has not had any ownership interest
      in these subsidiaries or an ownership interest in any other entity.





The
      accompanying consolidated financial statements include the accounts of Sandston
      Corporation (formerly Nematron Corporation) and its Subsidiaries (prior to
      the
      Net Asset Sale). All significant intercompany transactions and balances have
      been eliminated in consolidation.





In
      the
      opinion of management, all adjustments considered necessary for a fair
      presentation of the consolidated financial statements for the interim periods
      have been included. Certain information and footnote disclosures normally
      included in financial statements prepared in accordance with generally accepted
      accounting principles have been condensed or omitted pursuant to the Securities
      and Exchange Commission’s rules and regulations, although the Company believes
      that the disclosures are adequate to make the information presented not
      misleading. These condensed consolidated financial statements should be read
      in
      conjunction with the consolidated financial statements and notes thereto
      included in the Company’s latest annual report on Form 10-KSB.





Page
          5




The
      results of the operations for the three- and nine-month periods ended September
      30, 2005 and 2004 are not necessarily indicative of the results to be expected
      for the full year. Additionally, since the Net Asset Sale, which was effective
      April 1, 2004, the Company has had no revenue generating
      activities.








**Note
      2 - Earnings Per Share**





The
      weighted average shares outstanding used in computing basic loss per share
      for
      the three- and nine-month periods ended September 30, 2005 and 2004 have been
      adjusted to give effect to the one-for-five reverse stock split discussed in
      Note 1. Pursuant to the terms of the agreements underlying the Net Asset Sale,
      all outstanding dilutive securities, including stock options, warrants and
      conversion rights under all employee and director option plans and various
      warrant and note agreements, were cancelled effective March 31, 2004 and are
      no
      longer outstanding.





Page
          6




**Item
      2.**  **Management's
      Discussion and Analysis of Results of Operations**





**Three-Month
      Period Ended September 30, 2005 Compared with**


**Three-Month
      Period Ended September 30, 2004**





*Continuing
      Operations*


Readers
      should refer to a description of the Net Asset Sale described in Note 1 to
      the
      condensed financial statements included in this Form 10-QSB. As described
      therein, the net assets and the industrial controls businesses of the Company
      were sold effective as of the close of business on March 31, 2004. Such
      operations are reflected in the Condensed Statements of Operations as losses
      from discontinued operations. Since April 1, 2004, the Company has not engaged
      in any revenue generating activities, although it has considered various
      investment opportunities and it has incurred administrative expenses related
      to
      legal, accounting and administrative activities. The Company has had no
      employees since that date. The administrative activities of the Company are
      performed by the Chairman, who also serves as the CEO, President and Principal
      Financial Officer. Direct administrative expenses of the Company for the three
      month period ended September 30, 2005 and 2004 totaled $6,373 and $8,712,
      respectively. The decrease in expenses during the current period results
      primarily from a lower level of administrative activities in the current
      period.





**Nine-Month
      Period Ended September 30, 2005 Compared with**


**Nine-Month
      Period Ended September 30, 2004**





*Continuing
      Operations*


Direct
      administrative expenses of the Company for the nine-month period ended September
      30, 2005 and 2004 totaled $28,759 and $40,428, respectively. The decrease in
      expenses during the current period results primarily from a lower level of
      administrative activities in the current period.





*Discontinued
      Operations*


The
      loss
      from discontinued operations for the nine-month period ended September 30,
      2004
      totaled $615,770. Revenues totaled $3,478,720 and costs and expenses exceeded
      that amount by the amount of the loss. As reflected above, the net assets and
      the industrial controls businesses of the Company were sold effective as of
      the
      close of business on March 31, 2004.





The
      Purchaser of the net assets and the industrial controls businesses of the
      Company assumed all of the Company’s liabilities and acquired all of its assets,
      except for $30,000 cash, as of March 31, 2004. The net liabilities assumed
      by
      the Purchaser exceeded the net assets acquired by the Purchaser by $3,789,352,
      and such amount has been reported as gain on sale of net assets of discontinued
      operations.





**Liquidity
      and Capital Resources**





On
      March
      31, 2004, the Company sold to NC Acquisition Corporation ("Purchaser") all
      of
      its tangible and intangible assets, including its real estate, accounts,
      equipment, intellectual property, inventory, goodwill and other intangibles,
      except for $30,000 in cash, (the "Net Asset Sale"). The Purchaser also assumed
      all of the Company’s liabilities pursuant to the Net Asset Sale. Following the
      Net Asset Sale, the Company’s only remaining assets were $30,000 in cash; it
      retained no liabilities. On April 1, 2004, the Company amended its Articles
      of
      Incorporation to change its name to Sandston Corporation and implemented a
      shareholder approved one-for-five reverse stock split of the Company’s common
      stock, whereby every five issued and outstanding shares became one share. Also,
      on April 1, 2004, the Company sold a total of 5,248,257 post-split shares to
      Dorman Industries for $50,000. Dorman Industries is a Michigan limited liability
      company wholly owned by Mr. Daniel J. Dorman, who became the Company’s Chairman
      of the Board, CEO and President following such stock purchase. By virtue of
      the
      purchase of the shares by Dorman Industries, Dorman Industries owns 62.5% of
      the
      outstanding common stock of the Company.





Page
          7




Although
      the Company does not currently have any revenue generating activities, the
      Company intends to build long-term shareholder value by acquiring and/or
      investing in and operating strategically positioned companies. The Company
      expects to target companies in several industry groups. The targeted companies
      are generally expected to have the following characteristics: sales volume
      of
      between $20 million and $250 million; value added manufacturing, distribution
      and business services; fragmented industries; experienced management; and
      consistent historical financial performance. The Company has yet to acquire,
      or
      enter into an agreement to acquire, any company.





At
      this
      time, Company management is evaluating its investment alternatives and it has
      not recommended to the Board of Directors for their consideration any specific
      investment opportunities. However, as investment opportunities present
      themselves and management completes its due diligence on such opportunities,
      the
      timing and nature of potential investment targets may accelerate.





The
      Company is funding its current operating expenses with cash retained from the
      Net Asset Sale and from cash generated by the sale of additional shares of
      common stock to Dorman Industries. Additionally, the Company may have to obtain
      additional funding to pay its continuing administrative expenses if the timing
      of its initial merger or acquisition of a business or assets, if any, is delayed
      beyond the second quarter of 2006. There can be no assurance that such funding
      would be available from any party at such time. While it is the Company’s
      objective to ultimately be able to use the securities of the Company as a
      currency in the acquisition of portfolio businesses, it is clear that the
      initial acquisitions of portfolio businesses will require the Company to be
      infused with capital thereby diluting the Company's shareholders, including
      Dorman Industries, to the extent that it does not participate in the capital
      infusion.




**Uncertainties
      Relating to Forward Looking Statements**





Parts
      of
      this Form 10-QSB contain certain "forward-looking statements" within the meaning
      of Section 27A of the Securities Act of 1933, as amended, and Section 21E of
      the
      Securities Exchange Act of 1934, as amended. Statements containing the words
      "believes," "anticipates," "estimates," "expects," "intends," "plans," "seeks,"
      "will," "may," "should," "would," "projects," "predicts," "continues," and
      similar expressions or the negative of these terms constitute forward-looking
      statements that involve risks and uncertainties. The Company intends such
      forward-looking statements to be covered by the safe harbor provisions for
      forward-looking statements contained in the Private Securities Litigation Reform
      Act of 1995, and is including this statement for purposes of invoking these
      safe
      harbor provisions. Such statements are based on current expectations and are
      subject to risks, uncertainties and changes in condition, significance, value
      and effect, including those discussed in the section entitled "Risk Factors"
      contained in the Company’s Annual Report on Form 10-KSB for the fiscal year
      ended December 31, 2004. Such risks, uncertainties and changes in condition,
      significance, value and effect could cause the Company's actual results to
      differ materially from those anticipated events. Except as may be required
      under
      federal law, we undertake no obligation to update publicly any forward-looking
      statements for any reason, even if new information becomes available or other
      events occur.





Page
          8





Risks
      and
      uncertainties may include the following:


- Theinability
          of the Company to successfully implement its strategy;
- The
          potential inability of the Company to locate potential businesses and to
          negotiate the closing of identified businesses so as they become businesses
          of
          the Company;
- Unforeseen
          increases in operating expenses;
- The
          inability to attract or retain management, sales and/or engineering talent
          for
          any acquired business;
- The
          inability to continue financing the administrative expenses of the Company
          out
          of available funds and the inability to raise additional funds to cover
          any
          shortfall.

**Item
      3.**  **Controls
      and Procedures**





*(a)* *Evaluation
      of disclosure controls and procedures.*


Based
      on
      his evaluation as of September 30, 2005, our principal executive officer and
      principal financial officer concluded that our disclosure controls and
      procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities
      Exchange Act of 1934, as amended) are effective to ensure that the information
      required to be disclosed in our reports filed or submitted under the Securities
      Exchange Act of 1934 is recorded, processed, summarized and reported within
      the
      requisite time periods.





*(b)* *Changes
      in internal controls.*


There
      have been no changes in our internal control over financial reporting (as
      defined in Rules 13a-15(f) and 15d-15(f) under the Securities Exchange Act
      of
      1934, as amended) during the quarter ended September 30, 2005 that have
      materially affected, or are reasonably likely to materially affect, our internal
      control over financial reporting.







**PART
      II - OTHER INFORMATION**





**Item
      6.**  **Exhibits
      and Reports on Form 8-K**





Exhibits
      included herewith are set forth on the Index to Exhibits, which is incorporated
      herein by reference.





**SIGNATURES**





In
      accordance with the requirements of the Securities Exchange Act of 1934, the
      registrant has caused this report to be signed on its behalf by the undersigned,
      thereunto duly authorized.






**Sandston
              Corporation**Date: November
              9, 2005
            By:
            /s/ Daniel
              J. DormanPresident,
              CEO and Principal Financial Officer


Page
            9
  **INDEX
        TO EXHIBITS**




**Exhibit
                    Number**
                
                **Description
                    of Exhibit**31.0
                
                Certification
                    of the Principal Executive Officer and Principal Financial Officer
                    Pursuant to Section 302 of the Sarbanes-Oxley Act of
                    200232.0
                
                Certification
                    of President, CEO (Principal Executive Officer) and Principal
                    Financial
                    Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant
                    to Section
                    906 of the Sarbanes-Oxley Act of
                    2002


Page
          10