U.S. 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 December 31 2005

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

              For the transition period from _______ to __________


                        Commission file number 001-10196


                        DIMENSIONAL VISIONS INCORPORATED
________________________________________________________________________________
        (Exact name of small business issuer as specified in its charter)


                DELAWARE                             23-2517953
________________________________________________________________________________
     (State or other jurisdiction of                (IRS Employer
      incorporation or organization)             Identification No.)


          8777 N. GAINEY CENTER DRIVE, SUITE 191, SCOTTSDALE, AZ 85259
          ____________________________________________________________
                    (Address of principal executive offices)

                                 (480) 861-1183
                           ___________________________
                           (Issuer's telephone number)

                                       N/A
              ____________________________________________________
              (Former name, former address and former fiscal year,
                          if changed since last report)

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.

Yes [ X ] No [ ] As of December 31,  2005,  the number of shares of Common Stock
issued and outstanding was 1,110,987.

Transitional Small Business Disclosure Format (check one): Yes [ ] No [ X ]



                                       1
<PAGE>




                        DIMENSIONAL VISIONS INCORPORATED

                                      INDEX

                                                                          PAGE
                                                                         NUMBER
Item 1. Financial Statements (Unaudited)

     Balance Sheet - June 30, 2005 and December 31, 2005 ................... 3

     Statement of Operations - For the three and six months ended
     December 31, 2005 and 2004 ............................................ 4

     Statements of Stockholders' Deficiency - For the years ended
     June 30,  2005 and 2004 and six months  ended  December  31,
     2005 .................................................................. 6

     Statement of Cash Flows - For the six months ended  December
     31, 2005 and 2004 ..................................................... 7

     Notes to Financial Statements ......................................... 8


Item 2.  Management's  Discussion  and Analysis of Financial
         Condition and Results of Operations .............................. 13


Item 3. Controls and Procedures ............................................13


PART II - OTHER INFORMATION

Item 1. Legal Proceedings ................................................. 14
Item 2. Changes in Securities ............................................. 14
Item 3. Defaults Upon Senior Securities ................................... 14
Item 4. Submission of Matters to a Vote of Security Holders ............... 14
Item 5. Other Information ................................................. 14
Item 6. Exhibits .......................................................... 15

SIGNATURES ................................................................ 15


                                       2
<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                                     December 31,      June 30,
                                                        2005             2005
                                                    ------------    -----------
                                                     (UNAUDITED)

                                    ASSETS

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


    LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
  Short-term borrowings                              $   632,520    $   632,520
  Accounts payable, accrued expenses and
   other liabilities                                     734,839        689,610
                                                    ------------    -----------
Total current liabilities                              1,367,359      1,322,130
                                                    ------------    -----------


Total liabilities                                      1,367,359      1,322,130
                                                    ------------    -----------
Commitments and contingencies                               --             --

Stockholders' equity
  Preferred stock - $.001 par value, authorized
   10,000,000 shares; issued and
   outstanding - 524,044 shares at
   December 31, 2005 and at June 30, 2005                    524            524
  Additional paid-in capital                             908,894        908,894
                                                    ------------    -----------
                                                         909,418        909,418
  Common stock - $.001 par value, authorized
   100,000,000 shares; issued and
   outstanding 1,110,987 shares at
   December 31, 2005 and June 30, 2005                     1,111          1,111
  Additional paid-in capital                          22,504,741     22,504,741
  Deficit                                            (24,782,629)   (24,737,400)
                                                    ------------    -----------

Total stockholders' equity                            (1,367,359)    (1,322,130)
                                                    ------------    -----------


Total liabilities and stockholders' equity           $      --     $       --
                                                     ===========    ===========

See notes to condensed consolidated financial statements.


                                       3
<PAGE>




                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)
<TABLE>
<CAPTION>


                                      Three months Ended              Six Months Ended
                                         December 31,                    December 31,
                                 --------------------------     ---------------------------
                                     2005           2004           2005           2004
                              -----------    -----------    -----------    -----------
<S>                                 <C>            <C>            <C>            <C>
Operating revenue             $      --      $      --      $      --      $      --
Cost of sales                        --             --             --             --
                              -----------    -----------    -----------    -----------

Gross profit                         --             --             --             --
                              -----------    -----------    -----------    -----------
Operating expenses
  General & administrative
  expenses                          3,500         59,896         11,249         59,896
                              -----------    -----------    -----------    -----------

Total operating expenses            3,500         59,896         11,249         59,896
                              -----------    -----------    -----------    -----------

Loss before other expenses          3,500        (59,896)        11,249        (59,896)
                              -----------    -----------    -----------    -----------
Other expenses
   Interest expense                16,376        (17,604)        33,980        (35,207)
                              -----------    -----------    -----------    -----------

Net loss                      $    19,876    $   (77,500)   $    45,229    $   (95,103)
                              ===========    ===========    ===========    ===========

Net loss per share of
   common stock               $      (.02)   $      (.07)   $      (.04)   $      (.09)
                              ===========    ===========    ===========    ===========
Weighted average shares of
   common stock outstanding     1,110,987      1,087,672      1,110,987      1,066,938
                              ===========    ===========    ===========    ===========
</TABLE>

See notes to condensed consolidated financial statements.

                                       4
<PAGE>


                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
               CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY
                        YEARS ENDED JUNE 30, 2002 TO 2005
                       AND PERIOD ENDED DECEMBER 31, 2005
                                   (Unaudited)
<TABLE>
<CAPTION>
        Preferred Stock                       Common Stock
-------------------------------  -------------------------------------
                     Additional                             Additional
 ($.001 Par Value)    Paid-in        ($.001 Par Value)        Paid-in
 Shares     Amount    Capital       Shares        Amount      Capital       Deficit         Total
---------   ------ ----------     ---------      ------     -----------   ------------   -----------
<S>         <C>     <C>           <C>            <C>        <C>            <C>           <C>
Balance, June 30, 2002

524,044   $  524   $  908,894     $1,053,445      $1,053    $22,434,299   $(24,404,302)  $(1,059,532)
=======   ======   ==========     ==========     =======    ===========   ============   ===========


Surrender of 36,458
shares of the Company's
common stock originally
issued for compensation              (36,458)        (36)            36             --             --

Net loss      --           --             --          --             --       (118,808)     (118,808)

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

Balance, June 30, 2003

524,044   $  524   $  908,894     $1,016,987      $1,017    $22,434,335   $(24,523,110)  $(1,178,340)
=======   ======   ==========     ==========     =======    ===========   ============   ===========

Issuance of 29,000 shares
of the Company's common
stock to consultants for
services valued at $21,750            29,000          29         21,721             --       $21,750


Net loss     --           --             --          --             --      $(107,613)     $(107,613)
-------   ------   ----------     ----------     -------    -----------   ------------   -----------


Balance, June 30, 2004

524,044  $   524   $  908,894      1,058,526      $1,046    $22,456,056  $(24,630,723)   $(1,264,203)
=======   ======   ==========     ==========     =======    ===========   ============   ===========

Issuance of 65,000 shares
of the Company's common
stock to consultants for
services valued at $48,750            65,000          65         48,685             --       $48,750

Net loss     --           --             --          --             --       $(106,677)    $(106,677)
-------   ------   ----------     ----------     -------    -----------   ------------   -----------
</TABLE>

                                       5
<PAGE>

                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
         CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIENCY, Continued
                        YEARS ENDED JUNE 30, 2002 TO 2005
                       AND PERIOD ENDED DECEMBER 31, 2005
                                   (Unaudited)

<TABLE>
<CAPTION>
Balance, June 30, 2005

524,044  $   524   $  908,894      1,110,987      $1,111    $22,504,741  $(24,737,400)   $(1,322,130)
=======   ======   ==========     ==========     =======    ===========   ============   ===========
<S>       <C>      <C>            <C>            <C>        <C>           <C>            <C>

Net loss     --           --             --          --             --       $(45,229)      $(45,229)
-------   ------   ----------     ----------     -------    -----------   ------------   -----------

Balance, December 31, 2005

524,044  $   524   $  908,894      1,110,987      $1,111    $22,504,741  $(24,782,629)   $(1,367,359)
=======   ======   ==========     ==========     =======    ===========   ============   ===========
</TABLE>








* The above common shares have been adjusted retroactively for a 60:1 reverse
stock split occurring May 6, 2004.



See notes to consolidated financial statements.



                                       6
<PAGE>




                    DIMENSIONAL VISIONS, INC. AND SUBSIDIARY
                 CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (UNAUDITED)



                                Six months ended
                                  December 31,
                                                     --------------------------
                                                         2005          2004
                                                     -----------   ------------

Cash flows from operating activities
  Net loss                                           $   (45,229)  $    (17,604)
  Total adjustments to reconcile net loss
    to net cash used in operating activities              45,229         17,604
                                                     -----------   ------------
Net cash used in operating activities                       ----           ----
                                                     -----------   ------------

Cash flows from financing activities
  Short term borrowings                                     ----           ----
                                                     -----------   ------------
Net cash provided by financing activities                   ----           ----
                                                     -----------   ------------

Net increase (decrease) in cash                             ----           ----
Cash, beginning                                             ----           ----
                                                     -----------   ------------
Cash, ending                                         $      ----   $       ----
                                                     ===========   ============

Supplemental disclosure of cash flow information:
  Cash paid during the period for interest           $      ----   $       ----
                                                     ===========   ============


See notes to condensed consolidated financial statements.


                                       7
<PAGE>

                 DIMENSIONAL VISIONS INCORPORATED AND SUBSIDIARY


              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                       SIX MONTHS ENDED DECEMBER 31, 2005
                                   (UNAUDITED)

NOTE 1. BASIS OF PRESENTATION OF INTERIM FINANCIAL STATEMENTS

The interim  financial  statements are prepared pursuant to the requirements for
reporting on Form 10-QSB.  The June 30,  2005,  balance  sheet data were derived
from audited financial  statements but does not include all disclosures required
by generally accepted accounting  principles.  The interim financial  statements
and notes thereto  should be read in conjunction  with the financial  statements
and notes included in the Company's  Annual Report on Form 10-KSB for the fiscal
year ended June 30, 2005. In the opinion of  management,  the interim  financial
statements  reflect all adjustments of a normal recurring nature necessary for a
fair statement of the results for the interim periods  presented.  The financial
statements  as of and for the  period  ended  December  31,  2005  and  2004 are
unaudited.  The financial statements for the period ended December 31, 2005 have
been reviewed by an independent  public accountant  pursuant to rule 10-01(d) of
regulation S-X and following  applicable  standards for conducting such reviews,
and the report of the accountant is included as part of this filing.

Our auditors  conducted  their review in  accordance  with the  standards of the
Public Company  Accounting  Oversight Board (United States). A review of interim
financial information consists principally of applying analytical procedures and
making inquiries of persons responsible for financial and accounting matters. It
is  substantially  less in scope than an audit  conducted in accordance with the
standards of the Public Company  Accounting  Oversight  Board,  the objective of
which is the expression of an opinion  regarding the financial  statements taken
as a whole. Accordingly, our auditors express no such an opinion.

The current  period  results of  operations  are not  necessarily  indicative of
results  which  ultimately  will be  reported  for the full year ending June 30,
2005.

The Company has incurred losses since inception of $24,782,629 and has a working
capital deficiency of $1,367,359 as of December 31, 2005.

As a result of no revenue,  the company has eliminated its fixed overhead costs.
The lone officer of the Company is working  without  compensation  out of office
space at no charge to the company.

The  accompanying  financial  statements  have been  prepared  assuming that the
company will continue as a going concern. As discussed above, the Company has no
established  source of revenue and no operations.  This raises substantial doubt
about the  Company's  ability to  continue  as a going  concern.  The  financial
statements  do  not  include  any  adjustments   that  might  result  from  this
uncertainty.

                                       8
<PAGE>

NOTE 2. ACCOUNTS PAYABLE, ACCRUED EXPENSES AND OTHER LIABILITIES

                                         December 31,               June 30,
                                             2005                     2005
                                         -------------             ---------
         Accounts payable                 $ 445,387                $ 434,138
         Salaries                            16,072                   16,072
         Accrued Interest                   273,379                  239,400
                                          ---------                ---------
         Total                            $ 734,838                $ 689,610
                                          =========                =========


NOTE 3. SHORT-TERM BORROWINGS

On January 12,  2001,  the  Company  secured a $500,000  line of credit  through
Merrill Lynch that was obtained by an investor group of existing stockholders as
guarantors of the line of credit. As a result of market conditions,  the line of
credit was  limited  to  $393,000  which  represents  the  amount of  securities
securing  the line of credit by the  investor  group.  The Company no longer has
access to any financing  under this line of credit.  As of January 13, 2002, the
outstanding  debt  was in  default,  and the  Company  was  unable  to pay.  The
guarantors  paid off the  debt to  Merrill  Lynch,  and  assumed  the loan at an
on-going interest rate of 10% due from the Company.  The outstanding debt to the
guarantors,  Russell  Ritchie  and  Dale  Riker,  as of  December  31,  2004 was
$399,253.

During  July and August of 2001 the  Company  borrowed  $45,000 and issued a 14%
convertible  debenture  for  $25,000  due  in  October  2001  and  issued  a 12%
convertible  debenture for $20,000 due in February 2002.  Both debentures are in
default under the terms of the  debenture  agreement.  The Company  continues to
accrue  interest on these  obligations.  The  debentures  are  convertible  into
360,000 shares of the Company's common stock at $.125 per share.

During September and October 2001 the Company  borrowed  $180,000 from a limited
liability  company and signed a 12% secured  note that pledged the assets of the
Company as collateral  for the loan.  The note was  originally due on October 2,
2004 along with all unpaid accrued interest. Under the terms of the secured note
the  obligation  was  declared  in  default as a result of its  insolvency.  The
Company continues to accrue interest under this obligation.

During  January  2002 the  company  borrowed  $8,267 from an  individual  and no
repayment terms have been established at this time.

On or about  December  6, 2001,  Russell H.  Ritchie,  Dale  Riker,  and Suntine
Enterprises,  LLC (the "Arizona  Plaintiffs")  brought an action in the Superior
Court  of the  State  of  Arizona,  in and  for  the  County  of  Maricopa,  No.
CV2001-021203,  against the Company,  its officers,  directors,  consultants and
shareholders (collectively,  "Defendants"),  for Breach of Contract and Tort. On
April 30, 2003, the Company entered into a settlement agreement and release with
"the debt holder group" (See Exhibit 10.5 to Form 10-KSB for year ended December
30,  2003) and this  matter  was  dismissed  without  prejudice  by the  Arizona
Plaintiffs,  on June 13, 2002. The debt holder group includes the investor group
representing  $399,253  of short term debt,  the  limited  liability  company of
$180,000 of short term debt and an entity owned by the investor group which made
disbursements  of  approximately  $47,244 for the benefit of the Company through
June 30, 2003, which is included in other  liabilities.  The agreement calls for
all of debt holder group  liabilities  to be paid in full by issuing  $50,000 in
post  reorganization  unrestricted  Company Common Stock and issuing $200,000 in
post reorganization  restricted Company Common Stock. The agreement requires the


                                       9
<PAGE>

NOTE 3. SHORT-TERM BORROWINGS - continued

Company's  common  stock to be issued  within 10 days of the  Completion  of the
reorganization of the Company. At the time the stock is issued, interest accrued
on the notes will be cancelled.  The debt holder group is permitted to liquidate
up to $10,000 worth of the unrestricted  common stock each month for five months
commencing 10 days after receipt of the Company's Common Stock.

The debt holder group may receive additional unrestricted stock if the Company's
stock falls below $50,000 upon  liquidation and additional  shares of restricted
stock if the price of the  restricted  shares fall below $200,000 one year after
first receipt. As of the date of this filing, no plan of reorganization has been
entered into.


NOTE 4.  COMMITMENTS AND CONTINGENCIES

There are no legal  proceedings  that the Company  believes will have a material
adverse effect on its financial position.

The Company has not declared  dividends on Series A or B  Convertible  Preferred
Stock.   The  cumulative   dividends  in  arrears  through  June  30,  2005  was
approximately $126,975.


NOTE 5.  COMMON STOCK

On May 6, 2004,  the Board of  Directors  of the  Company  and a majority of the
stockholders  entitled  to  vote  thereon  approved  and  the  Company  filed  a
Certificate of Amendment of Certificate of Incorporation of the Corporation with
the  Secretary of State for the State of  Delaware.  The number of shares of the
Company  outstanding  and  entitled to vote on an  amendment  to the Articles of
Incorporation  was 61,771,510.  The amendment  authorized the Company to reverse
its issued and outstanding shares,  giving one (1) new share for each sixty (60)
existing  shares  issued  and   outstanding.   The  Company  now  has  1,110,987
post-reverse shares outstanding.  The effect of the reverse stock split has been
recognized  retroactively  as of December 31, 2003 in the financial  statements,
and all per share data in the financial statements and in the shareholder equity
accounts have been restated to give effect to the reverse stock split.

As of December 31, 2005, there are outstanding 88,875 of non-public  warrants to
purchase the Company's  common stock at prices ranging from $7.50 to $15.94 with
a weighted average price of $8.15 per share. The Company is disputing certain of
these warrants.



                                       10
<PAGE>

NOTE 6. PREFERRED STOCK

The Company has authorized 10,000,000 shares of $.001 par value per share
Preferred Stock, of which the following were issued and outstanding:

                                      Allocated             Outstanding
                                     ------------   ---------------------------
                                                     December 31,      June 30,
                                                         2005            2005
                                                    -------------      --------
         Series A Preferred             100,000         15,500           15,500
         Series B Preferred             200,000          3,500            3,500
         Series C Preferred           1,000,000         13,404           13,404
         Series D Preferred             375,000        130,000          130,000
         Series E Preferred           1,000,000        275,000          275,000
         Series P Preferred             600,000         86,640           86,640
                                      ---------        --------        --------
         Total Preferred Stock        3,275,000        524,044          524,044
                                      =========        ========        ========

The Company's  Series A Convertible  5% Preferred  Stock ("Series A Preferred"),
100,000 shares  authorized,  is convertible into common stock at the rate of 1.6
shares of common stock for each share of the Series A Preferred.  Dividends from
date of issue are payable from retained  earnings,  and have been accumulated on
June 30 each year, but have not been declared or paid.

The Company's  Series B Convertible 8% Preferred Stock ("Series B Preferred") is
convertible  at the rate of 4 shares of common  stock for each share of Series B
Preferred.  Dividends  from date of issue are  payable on June 30 from  retained
earnings at the rate of 8% per annum and have not been declared or paid.

The Company's  Series C Convertible  Preferred  Stock  ("Series C Preferred") is
convertible  at a rate of 0.4  shares  of  common  stock  per  share of Series C
Preferred.

The Company's  Series D Convertible  Preferred  Stock  ("Series D Preferred") is
convertible  at a rate of 2  shares  of  common  stock  per  share  of  Series D
Preferred.

The Company's  Series E Convertible  Preferred  Stock  ("Series E Preferred") is
convertible  at a rate  of 1 share  of  common  stock  per  share  of  Series  E
Preferred.

The Company's  Series P Convertible  Preferred  Stock  ("Series P Preferred") is
convertible  at a rate of 0.4 shares of common  stock for each share of Series P
Preferred.

The  Company's  Series A Preferred,  Series B Preferred,  Series D Preferred and
Series E Preferred were issued for the purpose of raising  operating  funds. The
Series C Preferred  was issued to certain  holders of the  Company's 10% Secured
Notes in lieu of accrued  interest  and also will be held for future  investment
purposes.

The Series P Preferred was issued on September 12, 1995, to InfoPak shareholders
in exchange  for (1) all of the  outstanding  capital  stock of InfoPak,  (2) as
signing  bonuses for certain  employees and a consultant of InfoPak,  and (3) to
satisfy InfoPak's outstanding debt obligations to certain shareholders.

                                       11
<PAGE>

NOTE 7. INCOME TAXES

There  was no  provision  for  current  income  taxes for the six  months  ended
December 31, 2005 and 2004.

The federal net  operating  loss carry  forwards  of  approximately  $24,762,752
expire in varying  amounts  through  2023.  In  addition  the  Company has state
carryforwards of approximately $6,755,000.

The Company has had numerous transactions in its common stock. Such transactions
may have  resulted  in a change in the  Company's  ownership,  as defined in the
Internal  Revenue  Code  Section  382.  Such  change  may  result  in an  annual
limitation  on the amount of the  Company's  taxable  income which may be offset
with its net operating  loss carry  forwards.  The Company has not evaluated the
impact of Section 382, if any, on its ability to utilize its net operating  loss
carry forwards in future years.












                                       12
<PAGE>


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

The discussion and financial  statements contained herein are for the six months
ended  December  31,  2005 and 2004.  The  following  discussion  regarding  the
financial  statements  of the  Company  should be read in  conjunction  with the
financial statements of the Company included herewith.

SIX MONTHS ENDED DECEMBER 31, 2005 AND 2004

RESULTS OF OPERATIONS

The net loss for the quarter ended December 31, 2005, was $19,876  compared with
a net loss of $77,500 for the fiscal  quarter ended  December 31, 2004.  General
and administrative  expenses decreased in the quarter ended December 31, 2005 by
approximately  $56,386  compared to the quarter  ended  December 31,  2004.  The
decrease is attributed to the absence of consulting  and other outside  services
in the quarter ended December 31, 2005.

There was no revenue  for the six months  ended  December  31,  2005 and the six
months ended  December 31, 2004,  as the Company  ceased all marketing and sales
activity during the last quarter of 2002..

As a result of no revenue,  the Company has eliminated its fixed overhead costs.
The sole officer of the Company is working  without  compensation  out of office
space at no charge to the Company.

LIQUIDITY AND CAPITAL RESOURCES

The Company had no funding during the six months ended December 31, 2005, except
for $5,000 advanced by a shareholder to pay for audit fees.

The Company's  financial  position is precarious.  Unless we are able to acquire
additional debt or equity financing to cover ongoing  operating  costs,  satisfy
liabilities,  and sell or merge or  acquire  another  operating  entity or other
business  combination,  we may not be able to continue as a going  concern.  The
probability of obtaining financing is unlikely at this time. Therefore,  current
management  of  the  Company  is  reevaluating   the  Company's   prospects  and
considering the Company's  options,  such as a sale,  merger,  or other business
combination. Certain current expenditures are being paid by an investor.


ITEM 3. CONTROLS AND PROCEDURES

Our  President,  and Chief  Financial  Officer  (the  "Certifying  Officer")  is
responsible for establishing and maintaining  disclosure controls and procedures
for the Company.  The Certifying  Officer has designed such disclosure  controls
and  procedures  to ensure  that  material  information  is made  known to them,
particularly during the period in which this report was prepared. The Certifying
Officer has evaluated the effectiveness of the Company's disclosure controls and
procedures as of December 31, 2005,  and believes that the Company's  disclosure
controls and procedures are effective  based on the required  evaluation.  There
have been no significant  changes in internal  controls or in other factors that
could  significantly  affect internal  controls  subsequent to the date of their
evaluation,   including  any  corrective  actions  with  regard  to  significant
deficiencies and material weaknesses.

                                       13
<PAGE>

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

(a) On or about December 6, 2001,  Russell H. Ritchie,  Dale Riker,  and Suntine
Enterprises,  LLC (the "Arizona  Plaintiffs")  brought an action in the Superior
Court  of the  State  of  Arizona,  in and  for  the  County  of  Maricopa,  No.
CV2001-021203,  against the Company,  its officers,  directors,  consultants and
shareholders (collectively, "Defendants"), for Breach of Contract and Tort. This
matter was dismissed  without prejudice by the Arizona  Plaintiffs,  on June 13,
2002.

(b) In  2003,  the  Company  was  sued in the  Superior  Court  of the  State of
California,  Orange  County,  by the law firm of Oswald & Yapp,  A  Professional
Corporation.  The suit was based on claims of legal fees for  services  rendered
but not paid.  The  Company  failed to respond to the suit and on  February  27,
2004, a judgment was entered against the Company in the amount of $31,579.

To the best knowledge of our management,  there are no other material litigation
matters pending or threatened against us.


ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS

(a) On May 6, 2004,  the  Registrant  amended its Articles of  Incorporation  to
authorize the Registrant to reverse its issued and  outstanding  shares,  giving
one (1) new share for each sixty (60) existing  shares  issued and  outstanding.
The Registrant now has 1,110,987 post-reverse shares outstanding.


ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

(a)  On May 6,  2004,  the  Registrant  filed  a  Certificate  of  Amendment  of
Certificate  of  Incorporation  of  Dimensional  Visions  Incorporated  with the
Secretary of State for the State of Delaware.  The number of shares common stock
of the  Registrant  outstanding  and  entitled  to vote on an  amendment  to the
Articles  of  Incorporation  was  61,771,510.  The  May 6,  2004  amendment  was
consented  to and  approved  by a majority  vote of the  stockholders  holding a
majority of the stock  entitled to vote thereon.  The amendment  authorized  the
Registrant  to reverse  its issued and  outstanding  shares,  giving one (1) new
share for each sixty (60) existing shares issued and outstanding. The Registrant
now has 1,110,987 post-reverse shares outstanding.

ITEM 5.  OTHER INFORMATION

None.

                                       14
<PAGE>

ITEM 6. EXHIBITS

a) The following Exhibits are filed herein:

NO.               TITLE

31.1           Certification  of Chief Executive  Officer and of Chief Financial
               officer  pursuant to the Securities  Exchange Act of 1934,  Rules
               13a-14 and  15d-14,  as adopted  pursuant  to Section  302 of the
               Sarbanes-Oxley Act of 2002

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


                                   SIGNATURES

In  accordance  with the Exchange Act, the  registrant  caused this report to be
signed on its behalf by the undersigned, duly authorized.

                                    DIMENSIONAL VISIONS INCORPORATED

DATED:  March 3, 2006
                                  By: /s/ Preston J. Shea
                                  --------------------------------------------
                                  Preston J. Shea, President and Chief
                                  Financial officer
                                 (Principal Executive and Financial Officer)





                                       15
<PAGE>