<PAGE>
                        FORM 10-QSB
              SECURITIES AND EXCHANGE COMMISSION
                  Washington, D.C. 20549

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


For the Quarterly Period Ended: September 30, 2005
                                ------------------

Commission File Number: 0-17264
                        -------


              ALFA International Holdings Corp.
    ----------------------------------------------------
   (Exact name of registrant as specified in its charter)


          Delaware                          20-2876380
---------------------------------      ---------------------
State or other jurisdiction             (I.R.S. Employer
of incorporation or organization)      Identification Number)


      350 Fifth Avenue, Suite 1103, New York, N.Y. 10118
      -------------------------------------------------
            (Address of principal executive offices)


                      (212) 563-4141
   ----------------------------------------------------
   (Registrant's telephone number, including area code)



Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15 (d) of the
Securities Exchange Act of 1934 during the preceding 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   [ ] No


As of November 18, 2005, the Registrant had outstanding
28,337,843 shares of Common Stock, par value $.001 per share.

                            (1)

<PAGE>


                 ALFA INTERNATIONAL HOLDINGS CORP.
                             INDEX
                  PART I - FINANCIAL INFORMATION


ITEM 1:     FINANCIAL STATEMENTS

    CONSOLIDATED BALANCE SHEETS:
    SEPTEMBER 30, 2005 AND DECEMBER 31, 2004

    CONSOLIDATED STATEMENTS OF OPERATIONS:
    THREE MONTHS ENDED SEPTEMBER 30, 2005 AND SEPTEMBER 30, 2004
    NINE  MONTHS ENDED SEPTEMBER 30, 2005 AND SEPTEMBER 30, 2004

    CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY:

    NINE MONTHS ENDED SEPTEMBER 30, 2005

    CONSOLIDATED STATEMENTS OF CASH FLOWS:
    NINE MONTHS ENDED SEPTEMBER 30, 2005
    NINE MONTHS ENDED SEPTEMBER 30, 2004


    NOTES TO FINANCIAL STATEMENTS



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


ITEM 3:  CONTROLS AND PROCEDURES

         PART II - OTHER INFORMATION


ITEM 6:  EXHIBITS AND REPORTS ON FORM 8-K

         SIGNATURES

                            (2)
<PAGE>



Forward-Looking Statements

Some of the information contained in this Report may constitute
forward-looking statements or statements within the meaning of
the Private Securities Litigation Reform Act of 1995. These
forward-looking statements are based on current expectations and
projections about future events. The words "estimate", "plan",
"intend", "expect", "anticipate" and similar expressions are
intended to identify forward-looking statements which involve,
and are subject to, known and unknown risks, uncertainties and
other factors which could cause the Company's actual results,
financial or operating performance or achievements to differ
from future results, financial or operating performance or
achievements expressed or implied by such forward-looking
statements. Projections and assumptions contained and expressed
herein were reasonably based on information available to the
Company at the time so furnished and as of the date of this
filing. All such projections and assumptions are subject to
significant uncertainties and contingencies, many of which are
beyond the Company's control, and no assurance can be given that
the projections will be realized. Potential investors are
cautioned not to place undue reliance on any such forward-looking
statements, which speak only as of the date hereof. The Company
undertakes no obligation to publicly release any revisions to
these forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence
of unanticipated events.






















                            (3)
<PAGE>

<TABLE>
             ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
                    CONSOLIDATED BALANCE SHEETS


<CAPTION>

                                    September 30      December 31,
                                        2005              2004
ASSETS                              -------------     -----------
                                     (Unaudited)        (Note 1)

<S>                                 <C>               <C>
CURRENT ASSETS:
Cash                                  $   2,632        $      -
Accounts Receivable                      86,665           13,449
Inventory, net of reserves               65,401           44,682
Prepaid and other current assets             -             5,494
                                       --------         --------
        Total Current Assets            154,698           63,625
                                       --------         --------

PROPERTY AND EQUIPMENT:
  Office & Computer Equipment            97,558           95,803
  General Plant                          17,799           17,799
  Furniture & Fixtures                   15,951           15,951
  Leasehold Improvements                    866              866
                                       --------         --------
                                        132,174          130,419
  Less:  Accumulated depreciation      (101,768)         (90,517)
                                       --------         --------
                                         30,406           39,902
                                       --------         --------

OTHER ASSETS:
Deposits                                 13,524           12,524
                                       --------          -------
                                         13,524           12,524
                                       --------          -------

Total Assets                          $ 198,628        $ 116,051
                                       --------         --------





                            (4)

<PAGE>

LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Accounts payable                      $  78,424         $ 76,202
Accrued payroll                         143,674           53,180
Customer deposits                        43,212
  -
Dividends payable                      161,673               14
Due to affiliate                        47,747           52,596
Accrued expenses and other
  current liabilities                    7,125           43,749
                                       --------         --------
        Total Current Liabilities       481,855          225,741
                                       --------         --------

COMMITMENTS
STOCKHOLDERS' EQUITY:
Undesignated preferred stock:
 Authorized: 850,000 shares
 Issued and outstanding: none
Series B preferred stock:
 Authorized:150,000 shares,$.001 par
 Value at September 30, 2005 and
 $.01 par Value at December 31, 2004.
 Issued and outstanding:108,350 shares
 At September 30, 2005 and 107,400
 Shares at December 31, 2004               108            1,074
Common stock:
 Authorized: 50,000,000 shares,
 $.001 par value at September 30,
 2005 and 15,000,000 shares,$.01
 Par value at December 31, 2004
 Issued and outstanding:
 12,053,565 shares at September
 30, 2005 and 11,305,552 shares
 At December 31, 2004                   12,054          113,056
Capital in excess of par value        8,905,755        8,449,034
Retained earnings (deficit)          (9,201,144)      (8,672,854)
                                     ----------       ----------
  Stockholders' Equity (Deficit)      (283,227)        (109,690)
                                  ----------       ----------
  Total Liabilities & Equity        $  198,628       $  116,051


<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>
                            (5)


<PAGE>
<TABLE>
                    ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
                           CONSOLIDATED STATEMENTS OF OPERATIONS
                         ------------------------------------------
                                              (UNAUDITED)                (UNAUDITED)
<CAPTION>
                                        THREE MONTHS ENDED           NINE MONTHS ENDED
                                           September 30,                September 30,
                                        ----------------------      ----------------------
                                          2005          2004          2005        2004
                                          ----          ----          ----        ----
<S>                                  <C>           <C>           <C>         <C>
REVENUES:
Net sales                              $  107,703    $   36,426    $  152,537   $   63,054
                                        ---------     ---------     ---------    ---------

COSTS AND EXPENSES:
Cost of sales                              87,749        25,989       148,343       42,577
Selling, general and administrative       151,763       223,285       370,254      755,081
Interest (income) expense                     (91)           88          (182)          (2)
Miscellaneous (Income) Expense                (59)       12,806          ( 86)      13,767
Income taxes                                  216         2,415           551        3,492
                                        ---------     ---------     ---------    ---------
                                          239,578       264,583       518,880      814,915
                                        ---------     ---------     ---------    ---------

NET LOSS                               $ (131,875)   $ (228,157)   $ (366,343)  $ (751,861)
                                        ---------     ---------     ---------    ---------

PREFERRED STOCK DIVIDENDS              $   53,447    $   53,625    $  161,947   $  154,000
                                       ----------    ----------    ----------   ----------

LOSS APPLICABLE TO
COMMON STOCKHOLDERS                    $ (185,322)   $ (281,782)   $ (528,290)  $ (905,861)
                                         ---------    ----------    -----------  ----------


BASIC & DILUTED LOSS PER COMMON SHARE $  (.01)      $ (.03)       $  (.04)     $  (.08)
                                      --------      -------       --------     --------
WEIGHTED AVERAGE COMMON
 SHARES OUTSTANDING                   12,003,808    11,097,728    11,771,056   11,003,932


<FN>
See accompanying notes to consolidated financial statements.
</FN>

</TABLE>


























                                                (6)
<PAGE>
<TABLE>
                  ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
              CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY
              ----------------------------------------------------------
                                  (UNAUDITED)


<CAPTION>
                    Common Stock           Preferred Stock
                  --------------------     ---------------     Capital in      Retained
                                 Par                  Par       Excess of       Earnings
                  Shares        Value       Shares   Value      Par Value       (Deficit)
                  ------        ------      ------   -----      ---------       ---------

<S>               <C>         <C>         <C>      <C>        <C>            <C>


Balances At
 December 31,
 2004              11,305,552  $ 113,056   107,400  $  1,074   $  8,449,034   $(8,672,854)


Issuance of
 common stock
 for consulting
 services             150,000      1,500                             20,250


Issuance of
 common stock
 for cash, net of
 expenses             577,725      5,064                            298,651


Issuance of
 preferred stock
 for cash, net of
 expenses                                    1,450        15         28,985

Conversion of
 preferred stock
 for common stock      20,000         20      (500)       (1)           (19)


Issuance of
 preferred stock
 dividends in
 common stock              288         -                                288


Preferred stock
 dividends                                                                       (161,947)


Par Value Adjustment            (107,586)               (980)       108,566


Net loss                   -          -         -         -          -           (366,343)
                   ----------    -------   -------   -------      ---------     ----------
Balances At
September 30, 2005 12,053,565  $  12,054   108,350  $    108   $  8,905,755   $(9,201,144)
                   ----------    -------   -------   -------      ---------     ----------

<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>








                                                (7)


<PAGE>
<TABLE>
                   ALFA INTERNATIONAL HOLDINGD CORP. AND SUBSIDIARIES
                         CONSOLIDATED STATEMENTS OF CASH FLOWS
                        ----------------------------------------
                                                           (UNAUDITED)
<CAPTION>
                                                        Nine Months Ended
                                                            September 30,
                                                        ----------------
                                                       2005          2004
                                                       ----          ----
<S>                                               <C>           <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
  Net Loss                                         $ (366,343)   $ (751,861)
  Adjustments to reconcile net loss to net
  cash flows from operating activities:
   Depreciation and amortization                       11,251        10,903
   Inventory reserve                                       -        (95,947)
   Stock issued for consulting services                21,750        10,500
   Changes in operating assets and liabilities:
    Accounts receivable                               (73,216)      ( 8,257)
    Inventories                                       (20,719)       31,629
    Prepaid expenses and other current assets           5,494       (27,695)
    Other assets                                       (1,000)            -
    Accounts payable                                    2,222        24,776
    Customer deposits                                  43,212            -
    Accrued expenses and other current liabilities     53,870       (81,540)
                                                    ---------     ---------
      Net cash flows from operating activities       (323,479)     (887,492)


CASH FLOWS FROM INVESTING ACTIVITIES:
  Acquisitions of property and equipment               (1,755)      (12,429)
  Repayment from (Advance to) affiliate - net               -       397,179
  Security Deposits                                         -         (360)
                                                      ---------     ---------
      Net cash flows from investing activities         (1,755)      384,390


CASH FLOWS FROM FINANCING ACTIVITIES:

  Net proceeds from issuance of common stock          303,715           -
  Net proceeds from issuance of preferred stock        29,000       283,548
  Advances from affiliate                              (4,849)       30,733
                                                    ---------     ---------
      Net cash flows from financing activities        327,866       314,281

NET CHANGE IN CASH                                      2,632      (188,821)
                                                    ---------     ---------

CASH, BEGINNING OF PERIOD                                   -       191,665
                                                    ---------     ---------

CASH, END OF PERIOD                                 $   2,632     $   2,844
                                                    ---------     ---------

SUPPLEMENTAL CASH FLOW INFORMATION:

Income taxes paid (refunded)                        $      -     $       -
                                                    ---------     ---------
Interest paid                                              -             -
                                                    ---------     ---------

NON-CASH FINANCING ACTIVITIES:

Preferred stock dividend                            $ 161,947     $ 154,000
                                                     --------     ---------

<FN>
See accompanying notes to consolidated financial statements.
</FN>
</TABLE>



                                                (8)


<PAGE>
        ALFA INTERNATIONAL HOLDINGS CORP. AND SUBSIDIARIES
        NOTES TO CONSOLIDATED INTERIM FINANCIAL STATEMENTS

NOTE 1 - BASIS OF PRESENTATION

The consolidated balance sheet for Alfa International Holdings
Corp. and subsidiaries ("Alfa" or the "Company") at the end of
the preceding fiscal year has been derived from the audited
balance sheet and notes thereto contained in the Company's annual
report on Form 10-KSB/A for the year ended December 31, 2004 and
is presented herein for comparative purposes. All other financial
statements are unaudited. In the opinion of management, all
adjustments, which include only normal recurring adjustments
necessary to present fairly the financial position, results of
operations and cash flows for all periods presented, have been
made.

The results of operations for the interim periods presented are
not necessarily indicative of operating results for the
respective full years. At September 30, 2005, the Company had two
wholly-owned subsidiaries. As of the date of this report the
Company has three wholly-owned subsidiaries through which it
conducts all of its operations. All inter-company transactions
have been eliminated in the consolidated financial statements.

Certain footnote disclosures normally included in financial
statements prepared in accordance with accounting principles
generally accepted in the United States have been omitted in
accordance with the published rules and regulations of the
Securities and Exchange Commission.These financial statements
should be read in conjunction with the financial statements and
notes thereto included in the Company's annual report on Form 10-
KSB/A for the fiscal year ended December 31, 2004.

     Principles of Consolidation - The consolidated financial
statements include the accounts of Alfa International Holdings
Corp.("Alfa") and its wholly-owned subsidiaries, Contact Sports,
Inc.("Contact Sports") and Ty-Breakers Corp. ("Ty-Breakers"),
collectively referred to as the "Company".  All inter-company
transactions have been eliminated in consolidation.

     Nature of the Business - Alfa is a holding company which
operates through its Contact Sports and Ty-Breakers subsidiaries.
Contact Sports designs, manufactures and distributes athletic
apparel. Ty-Breakers is a manufacturer and distributor of Tyvek
apparel products which are for sale primarily in the United
States. All of Ty-Breakers' Tyvek is purchased from one unrelated
supplier, who is the sole producer of Tyvek.

     Financial Instruments - Financial instruments include cash,
accounts receivable, accounts payable and accrued expenses. The

                            (9)
<PAGE>
amounts reported for financial instruments are considered to be
reasonable approximations of their fair values, based on market
information available to management.

     Estimates and Uncertainties - The preparation of financial
statements in conformity with generally accepted accounting
principles requires management to make estimates and assumptions
that affect the reported amounts of assets and liabilities and
disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results, as
determined at a later date, could differ from those estimates.

     Revenue Recognition - The Company follows the guidelines of
SEC Staff Accounting Bulletin No. 101, "Revenue Recognition in
Financial Statements" (SAB101). Revenue from the sale of
products is recognized upon shipment.

     Concentration of Credit Risk - The Company maintains cash
balances in several financial institutions which are insured by
the Federal Deposit Insurance Corporation up to $100,000 each.
At times, such balances may be in excess of the FDIC insurance
limit.

     Inventories - Inventories are stated at the lower of cost
(first-in, first-out method) or market.

     Property and Equipment - Property and equipment are stated
at cost. Depreciation has been computed using a straight-line
method over estimated lives of 5 years.

     Advertising and marketing costs - Advertising, promotional
and marketing costs of approximately $2,386 and $93,784 for the
nine months ended September 30, 2005 and September 30, 2004,
respectively, were expensed as incurred.

Stock-Based Compensation
------------------------

In December 2002, the FASB issued SFAS No. 148, "Accounting for
Stock-Based Compensation - Transition and Disclosure, amending
FASB Statement No. 123, Accounting for Stock-Based Compensation."
This statement amends SFAS No. 123 to provide alternative methods
of transition for an entity that voluntarily changes to the fair
value-based method of accounting for stock-based employee
compensation. It also amends the disclosure provisions of SFAS
No. 123 to require prominent disclosure about the effects on
operating results of an entity's accounting policy decisions with
respect to stock-based employee compensation. SFAS No. 148 also

                             (10)



<PAGE>
amends APB 28, "Interim Financial Reporting" to require disclosure about
those effects in interim financial information. Alfa adopted the disclosure
provisions for the year ended December 31, 2002. The following table
illustrates the effect on results of operations if the Company had applied
the fair-value-recognition provisions of SFAS No. 123 for the three and
nine-month periods ended September 30, 2005 and 2004 (unaudited):
<TABLE>
<CAPTION>

                                       3 Mos. Ended September 30  9 Mos. Ended September 30
                                       -------------------------  -------------------------
                                           2005        2004            2005          2004
                                        ----------  ----------     ----------  ----------
<CAPTION>

<S>                                     <C>         <C>             <C>         <C>

Net loss applicable to common
 shareholders, as reported              $(185,322)  $(281,782)     $(528,290)  $(905,861)
Deduct:
Total stock-based employee
 compensation determined under
 fair value method for stock
 options, net of tax                     (  5,600 )   ( 5,000)      ( 16,800)    (15,000)
                                        ----------   ---------      ---------   ----------
Pro forma loss applicable
 to common stockholders                 $(190,922)  $(286,782)      $(545,090) $(920,861)
                                        ==========  =========       =========   ==========
Basic loss per share, as reported       $  (0.01)   $   (0.03)        $ (0.04)   $ (0.08)
                                        =========   =========        ========    ========
Basic loss per share, pro forma         $  (0.02)   $   (0.03)        $ (0.05)   $ (0.08)
                                        =========   =========        ========    ========
Diluted loss per share, as reported     $  (0.01)   $   (0.03)        $ (0.04)   $ (0.08)
                                        =========   =========        ========    ========
Diluted loss per share, pro forma       $  (0.02)   $   (0.03)        $ (0.05)   $ (0.08)
                                        =========   =========        ========    ========
</TABLE>
                                                (11)


<PAGE>

Net Loss Per Share - Basic and diluted loss per share are based
upon the weighted-average number of common shares outstanding
during the period. The computation of diluted earnings per share
does not assume the conversion, exercise or contingent issuance
of securities that would have a dilutive effect on loss per
share.

NOTE 2  - GOING CONCERN AND LIQUIDITY

The Company has incurred significant operating losses and is in a
weak financial position, raising substantial doubt about its
ability to continue as a going concern.  The continued existence
of the Company is dependent upon its ability to attain profitable
operations and procure additional financing. However, there can
be no assurance that the Company will attain profitable
operations or obtain additional financing.

NOTE 3 - JOURNEY OF LIGHT, INC.

On October 11, 2005 (the "Effective Date"), Alfa completed the
acquisition of Journey of Light, Inc., a Delaware corporation
("JOL") as a wholly owned subsidiary. JOL was merged with and
into the Merger-Sub (the "Merger"). The Merger-Sub which is a New
York corporation and a wholly-owned subsidiary of Alfa was
recently formed for the purpose of acquiring JOL. The Merger-Sub
has changed its corporate name to Journey of Light, Inc.

     JOL was a privately-held company engaged primarily in the
business of real estate development in the country of Oman. In
connection with the Merger, Alfa issued 16,284,278 shares of its
$.001 par value common stock ("Common Stock") to the shareholders
of JOL (SEE: Note 6 - SUBSEQUENT EVENT).

NOTE 4 - SERIES B REDEEMABLE CONVERTIBLE PREFERRED STOCK:

In October 2003, the Board of Directors authorized an increase to
150,000 in the number of shares of the Company's preferred stock
designated as Series B Preferred Stock. The Company conducted a
Private Placement (the "Offering")of its securities ("Units").
During the nine months ended September 30, 2005, the Company sold
1,450 shares of its Series B Preferred Stock and 58,000 warrants.
Net proceeds from sales of the Units totaled $29,000 during the
nine months ended September 30, 2005. The Offering was closed by
the Company on October 11, 2005.

The Series B Redeemable Convertible Preferred Stock has been
excluded from the computation of diluted earnings per share for
the period ended September 30, 2005, as the conversion would be
anti- dilutive after adding back preferred stock dividends to net
loss.

                             (12)
<PAGE>
As of the date hereof, Alfa has 4,100,500 warrants outstanding at
an exercise price of $0.75 per share of Common Stock. The Company
reduced the exercise price of the warrants to $0.60 for the
period beginning June 7, 2005 and ending August 12, 2005 (the
"Warrant Exercise Period"). During the Warrant Exercise Period
warrant holders exercised 253,500 warrants at the reduced
exercise price of $0.60 per share and the Company received net
proceeds therefrom of $137,490. The remaining 4,100,500
unexercised warrants are exercisable at $0.75 per share and
expire on September 30, 2006.

NOTE 5 - COMMITMENTS

Leases

The Company leases its executive office in New York, N.Y. under a
ten-year lease entered into in February 2003.  Rent expense for
the Company's executive offices for 2004 was $54,473. The Company
also rents warehouse space in Jersey City, New Jersey on a month-
to-month basis.

The minimum annual lease payments are as follows:

2005                                 $  51,800
2006                                 $  51,800
2007                                 $  51,800
2008 and beyond                      $ 292,500

Employment Agreements

Alfa is obligated to pay its Chief Executive Officer and
President an annual base salary of $125,000 through December 31,
2010 plus an additional amount based on a combination of net
sales and earnings before taxes. Due to the Company's cash
position, all salary payments to this individual have been
deferred and accrued, effective October 1, 2004.

Contact Sports had been obligated through December 31, 2006 to
pay its President an annual base salary of $75,000, plus an
additional amount based on a combination of net sales and
earnings before taxes. This agreement was terminable by the
Company as of December 31, 2003, provided that net sales for 2003
were not at least $1,000,000. Prior to December 31, 2003, the
Company elected to not invoke this provision. As a result of lack
of sufficient cash to fund operating expenses, by mutual
agreement between the Company and this individual, effective
October 1, 2004, the Company discontinued making salary payments
or accruing any liability for salary payments that would have
been due under this individual employment agreement. The Company
has made some consulting fee payments to this individual as its
cash resources permitted and will continue to do so. Any such

                            (13)
<PAGE>

payments are not part of this individual's employment agreement,
which is no longer in effect as to salary payments. This
individual's employment agreement may be re-negotiated with the
Company at a future point in time, the terms of such possible
renegotiated agreement, if executed, cannot be determined at this
time.

Alfa was obligated through December 31, 2009 to pay its Vice-
President an annual base salary of $75,000, plus an additional
amount based on a combination of net sales and earnings before
taxes. This agreement was terminable by the Company as of
December 31, 2003, provided that net sales for 2003 were not at
least $1,000,000. As of December 31, 2003, the Company elected
to not invoke this provision. As a result of lack of sufficient
cash to fund operating expenses, by mutual agreement between the
Company and this individual, effective October 1, 2004, the
Company discontinued making salary payments or accruing any
liability for salary payments that would have been due under this
individual employment agreement. The Company has made some
consulting fee payments to this individual as its cash resources
permitted and will continue to do so. Any such payments are not
part of this individual's employment agreement, which is no
longer in effect as to salary payments. This individual's
employment agreement may be re-negotiated with the Company at a
future point in time, the terms of such possible renegotiated
agreement, if executed, cannot be determined at this time.

Factoring Agreement

In March 2004, Contact entered into a one-year Agreement which
currently remains in effect with a company specializing in
factoring accounts receivable. The Agreement is renewed
annually unless terminated in accordance with its terms and it
covers all accounts receivable that Contact, in its sole
discretion, chooses to assign to the factor. The factoring
agreement assures Contact of payment by the factor of any
accounts receivable assigned to the factor. Contact has agreed
under the factoring agreement to pay the factor a fee equal to a
percentage of each account receivable assigned to it and has
further agreed to a minimum monthly amount of such fees during
the term of the factoring agreement.

NOTE 6 - SUBSEQUENT EVENT

Acquisition of Journey of Light, Inc. by Alfa International
Holdings Corp.
----------------------------------------------------------------

On May 25, 2005, Alfa and Journey of Light, Inc., a Delaware
corporation ("JOL") executed a definitive agreement("Agreement")

                            (14)
<PAGE>
whereby Alfa agreed to acquire JOL in exchange for such number of
shares of the common stock of Alfa as would equal approximately
50% of the issued and outstanding shares of common stock of Alfa
(after giving effect to the conversion of Alfa's Series B
Preferred Stock) immediately following such acquisition. The
Agreement specified certain conditions precedent to the
acquisition of JOL by Alfa, including, among other matters, the
execution of a memorandum of understanding ("MOU") between JOL
and the government of the Sultanate of Oman memorializing the
legal and commercial aspects of the real estate development
project (the "Oman Project") to be developed in Oman by JOL, and
approval of the Agreement by the Boards of Directors of Alfa and
of JOL. The MOU was signed by the parties on August 1, 2005.

On October 11, 2005 (the "Effective Date"), Alfa completed the
acquisition of JOL as a wholly owned subsidiary of Alfa. JOL was
merged with and into the Merger-Sub (the "Merger").

In connection with the Merger, Alfa issued 16,284,278 shares of
its $.001 par value common stock ("Common Stock") to the
shareholders of JOL. Frank J. Drohan, President and a Director of
Alfa, was a JOL shareholder at the time of the Merger. In
addition, Charles P. Kuczynski, Vice-President and a Director of
Alfa, and Salvatore J. Bucchere, a Director of Alfa, were also
each shareholders of JOL at the time of the Merger.

The Project in Qatar

JOL had been negotiating for some time with the State of Qatar to
develop approximately 200 acres of waterfront real estate (the
"Qutopia Project") in Doha, Qatar. JOL will not develop the
Qutopia Project in Qatar and negotiations are ongoing with the
State of Qatar to resolve the State of Qatar's contractual
obligations to JOL. Management expects that such negotiations
will, by the end of 2005, result in a friendly resolution, but
litigation or referral of the matter to arbitration as called for
in the Contract with Qatar may occur.

The Project in Oman.

JOL management was approached to propose a modified form of the
Qutopia project (the "Oman Project") to the government of the
Sultanate of Oman (the "Government") and a formal presentation of
the Oman Project was presented to the Government in Oman on
February 12, 2005. On March 15, 2005, the Oman Project was
approved by the Government. On August 1, 2005, the Ministry of
Tourism of the Government (the "MOT") and JOL signed a memorandum
of understanding ("MOU") memorializing the legal and commercial
aspects of the Oman Project's development. The MOU memorializes
the parties agreement to (a) form an Omani company (the "Project
Company") to implement the Oman Project, (b) have the MOT provide

                            (15)
<PAGE>

800,000 square meters (about 200 acres) of beachfront land (the
"Land") for the Oman Project in return for the MOT being an
equity participant in the Project Company, (c)have the MOT
provide additional land as necessary to assure the Oman Project's
agreed upon financial returns, and (d) have the MOT underwrite
any possible losses in the cultural and heritage portions of the
Oman Project. In September 2005, the MOT increased the Land
allocated to the Oman Project by adding an additional 200,000
square meters (about 45 acres) of land adjacent to the original
Land. The Land constituting the Oman Project site is now
1,000,000 square meters (approximately 245 acres) of beachfront
land facing the Gulf of Oman just west of the capital city of
Muscat.

     The Oman Project is planned to be an integration of
cultural, heritage, educational and entertainment activities
including hotels, commercial and residential components and a
theme park and exhibitions - all of which will be owned and
operated by the Project Company.  Additionally, it includes the
construction and sale by the Project Company of approximately
2,000 residences. It will be located on land provided by the MOT
in the Seeb area which is nearby the Muscat International Airport
and adjacent to the largest ongoing government sponsored tourist
development in the country - The Wave Project.

     As of the date hereof, JOL is preparing the master plan and
feasibility study for the Oman Project for presentation to the
MOT in mid-January 2006. The MOU, which is not a legally binding
agreement, contemplates that the parties will enter into a
legally binding agreement for the development of the Oman Project
before December 31, 2005, which date is in the process of being
extended by the parties to January 31, 2006.

     The implementation of the Oman Project precludes an
identical such project in any of the nearby countries.

     Alfa expects that the Project Company (of which JOL
is presently planned to be the majority shareholder) will own,
operate and manage the entire Oman Project. The MOU further
provides that, subject to the Government's approval of the Oman
Feasibility Study presently being prepared, the parties will, in
January 2006, negotiate a legally binding "Heads of Terms
Agreement" which will define the major terms of the final
Shareholder Agreement and Development Agreement between the
Project Company and the MOT.

     Alfa expects the development costs for the Oman Project to
be approximately eight hundred million dollars. JOL is presently
conducting discussions with several prospective lenders,
investors, partners and international hotel operators.

                            (16)

<PAGE>
     The terms of the Merger are more fully described in the
Agreement and Plan of Merger dated May 19, 2005 by and among
Alfa, JOL and the Merger-Sub, a copy of which has been
previously filed as an exhibit to Alfa's Report on Form 8-K
dated May 27, 2005.

After the acquisition, the former stockholders of JOL own
approximately 58% of the issued and outstanding voting stock of
Alfa. Accordingly, the acquisition will be treated as a purchase
acquisition of Alfa by JOL (a reverse acquisition) in future
financial statements.

The following unaudited pro forma consolidated results of
operations for the periods presented assume that the acquisition
of Alfa International Holdings Corp. occurred as of December 31,
2003. The pro forma results are not necessarily indicative of the
actual results that would have occurred had the acquisition been
completed as of the beginning of the period presented, nor are
they necessarily indicative of future consolidated results.


                          Nine Months Ended         Year Ended
                          September 30, 2005     December 31,2004
                          ------------------     ----------------


Revenues                      $ 152,719         $    70,812
                              ---------         -----------

Net Loss                      $(529,932)        $(2,070,895)
                              ---------         -----------

Net loss applicable to
 common stockholders          $(641,879)        $(2,278,733)
                              ---------         -----------

Net loss per common share,
 basic and diluted            $   (0.02)        $     (0.08)
                              ---------         -----------

Net loss applicable to
 common stockholders per
 common share, basic
 and diluted                  $   (0.02)        $     (0.08)
                               ---------         -----------






                            (17)
<PAGE>

ITEM 2 -   Management's Discussion and Analysis of Financial
           Condition and Results of Operations

All of the Company's operations are conducted through its wholly-
owned subsidiaries, Contact Sports, Inc. ("Contact") and Ty-
Breakers Corp.("Ty-Breakers").

Critical Accounting Policies:
-----------------------------

     The Company's financial statements have been prepared in
accordance with accounting principles generally accepted in the
United States. The preparation of these financial statements
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and the disclosure
of contingent assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses
during the reporting period. The policies discussed below are
considered by management to be critical to an understanding of
the Company's financial statements because their application
places the most significant demands on management's judgment,
with financial reporting results relying on estimation about the
effect of matters that are inherently uncertain. Specific risks
for these critical accounting policies are described in the
following paragraphs. For all of these policies, management
cautions that future events rarely develop exactly as forecast,
and that the best estimates routinely require adjustment.

     Revenue Recognition. Revenue is recognized when goods are
shipped to customers from production facilities, the Company's
warehouse or outside warehouses. Goods shipped to customers on a
"consignment" or "guaranteed sale" basis are not booked as
revenue until payment for sale of such goods is received by the
Company.

     Inventory Reserves. The Company previously established
inventory reserves to cover losses anticipated from inventory
items becoming either non-saleable or saleable only at greatly
reduced "close-out" prices. As of the date of this report, a
total of $29,291 of such inventory along with the associated
$29,291 inventory reserve has been written off during the first
half of 2005. In addition the value of then existing consignment
inventory at a customer's location was reduced as of June 30,
2005 by an $18,807 inventory write-down and the remaining balance
of such consignment inventory was paid for by the customer in the
third quarter of 2005. Contact's future business plan calls for
it to build inventory primarily against approved purchase orders
and to maintain moderate amounts of risk inventory for fill-in
orders on fast-moving items. Such risk inventory will generally
be exclusively finished goods and, if unsold, will generally be

                            (18)
<PAGE>
liquidated on a close out basis at the end of each season. There
are no inventory reserves as of September 30, 2005 and management
believes this to be adequate.

Alfa continues to concentrate on (i) building its Contact
subsidiary's business and brand awareness, and (ii) its capital
raising and financing activities. On October 11, 2005 Alfa
acquired Journey of Light, Inc., a Delaware corporation ("JOL")
as a wholly owned subsidiary.

JOURNEY OF LIGHT, INC.
----------------------

On October 11, 2005 (the "Effective Date"), Alfa completed the
acquisition of JOL as a wholly owned subsidiary of Alfa. JOL was
merged with and into the Merger-Sub (the "Merger"). The Merger-
Sub which is a New York corporation and a wholly-owned subsidiary
of Alfa was recently formed for the purpose of acquiring JOL. The
Merger-Sub has changed its corporate name to Journey of Light,
Inc. JOL was a privately-held company engaged primarily in the
business of real estate development in the country of Oman.

On August 1, 2005, the Ministry of Tourism of the Government of
Oman (the "MOT") and JOL signed a memorandum of understanding
("MOU") memorializing the legal and commercial aspects of the
Oman Project's development.In September 2005, the MOT increased
the Land allocated to JOL for the Oman Project by adding an
additional 200,000 square meters (about 45 acres) of adjacent
land. The Land constituting the Oman Project site is now
1,000,000 square meters (approximately 245 acres) of beachfront
land facing the Gulf of Oman just west of the capital city of
Muscat.

As of the date hereof, JOL is preparing the master plan and
feasibility study for the Oman Project for presentation to the
MOT in mid-January 2006. JOL has engaged the services of Michael
Baker Jr., Inc. ("Baker") (www.mbakercorp.com) as JOL's Program
Manager to assist JOL in this process. Baker, which employs over
4,000 people in the U.S. and abroad, is located in Pittsburgh, PA
and is highly experienced in all aspects of design, program
management and construction management for large scale
construction and development projects.

Alfa expects that the Project Company (of which JOL is presently
planned to be the majority shareholder) will own, operate and
manage the entire Oman Project. The MOU further provides that,
subject to the Government's approval of the Oman Feasibility
Study, JOL and the MOT will negotiate a legally binding "Heads of
Terms Agreement" which will define the major terms of the final
Shareholder Agreement and Development Agreement between the
Project Company and the MOT.

                            (19)
<PAGE>
Alfa expects, based on present assumptions which are subject to
modification, that the development costs for the Oman Project
will be approximately eight hundred million dollars.

The terms of the Merger are more fully described in the Agreement
and Plan of Merger dated May 19, 2005 by and among Alfa, JOL and
the Merger-Sub, a copy of which has been previously filed as an
exhibit to Alfa's Report on Form 8-K dated May 27, 2005.

The Company maintains its corporate offices at The Empire State
Building, 350 Fifth Avenue, Suite 1103, New York, NY 10118 and
its telephone number is 212-563-4141. Warehouse space at 111 Port
Jersey Boulevard, Jersey City, NJ 07305 is leased by Contact on a
month to month basis from an unaffiliated third party.


RESULTS OF OPERATIONS:

THREE MONTHS ENDED SEPTEMBER 30,2005 vs.
THREE MONTHS ENDED SEPTEMBER 30,2004

Revenue in the third quarter of 2005 was $107,703, an increase of
$71,277 (195%)as compared to the same period in 2004. This
increase is attributable to an increase in private label sales at
Contact. The cost of sales percentage for the third quarter of
2005 of 81% was indicative of the nature of the private label
sales shipped during the quarter which carry a lower (typically
20%) gross profit margin than Contact's "branded" merchandise.
The Company believes it's cost of sales percentage on its
"branded" Contact Sports products will be between 40% and 50%.
Contact's inventory is expected to increase in line with sales
growth but inventory will generally only be manufactured pursuant
to specific purchase orders. Significant inventories of unsold
products ("Risk Inventory") are not expected to be maintained by
Contact.

Selling, general and administrative expenses were $151,763 during
the third quarter of 2005, compared to $223,285 in the third
quarter of 2004. This decrease of $71,522 (32%) was primarily
attributable to the Company's stringent cost cutting during the
period including salaries and consulting fees for internal
accounting services.

Contact's marketing and promotional expenditures were not
significant during the period but are expected, subject to the
availability of financial resources, to be quite substantial in
the future as the Company continues to market Contact's product
line.

The Company plans, subject to the availability of the necessary
financial resources, to continue to put a major emphasis on: (i)

                            (20)
<PAGE>
developing the Contact line and brand-name recognition through
its advertising and marketing efforts; (ii) further sales
penetration of its Contact Sports line into the national and
regional specialty sports retail stores and department stores;
(iii) supporting Contact's sales efforts with advertising and
marketing efforts including customer-specific advertising and
marketing programs to drive traffic to the stores carrying
Contact's products. In house Contact personnel continue to call
on retailers to solicit orders for Contact's products.

As resources permit, Contact will support its product line with
advertising and marketing efforts targeted to the markets where
the retail stores carrying Contact's products are located and
Contact intends, as resources permit, to expand such advertising
and marketing efforts on a regional and national basis in line
with sales penetration. Contact has created and produced a
variety of radio and television ads and print and billboard
advertisements as well as a marketing and public relations
campaign aimed at creating demand at the consumer level. The
foregoing is planned to be targeted to the geographical areas
where Contact receives orders from retail stores.

Subject to the availability of the financial resources,
additional advertising is planned in conjunction with Contact's
product deliveries to retailers. The Contact marketing plan is
particularly directed at positioning and establishing a "brand
identity" for Contact. The Company views the use of professional
athletes and nationally-known recording artists as "Contact
spokespersons" in the print and video advertising campaign as
very important to this branding effort, and the advertising
campaign is planned to feature such Contact spokespersons in
video, voice and print. The marketing campaign is intended to
establish and reinforce the Contact sports brand. Subject to the
availability of the financial resources to implement its
advertising campaign, Contact plans to air commercials - in
conjunction with product deliveries to retail stores - on ESPN,
ESPN2, BET, MTV and other popular radio stations.

The Company incurred a net loss from operations of $131,875
during the third quarter of 2005 as compared to a net loss from
operations of $228,157 during the third quarter of 2004. This
$96,282 (42%) decrease in the Company's loss was attributable to
the above-mentioned increases in sales revenue at Contact
combined with the reduction in operating costs. The Company is
experiencing these continued losses due to an insufficient level
of sales at Contact.

The Company will need to further increase sales at Contact in
order to attain profitability. Management believes that Contact
and the Company will continue to generate negative cash flows for
the Company during the remainder of 2005 and that a profitable

                            (21)
<PAGE>
level of sales will only be attained after Contact's "branded"
products are successfully sold into its target customers' retail
stores. The Company has in the past underestimated the difficulty
of launching a new apparel brand but believes that Contact is
making progress in this regard. Because of the attractive gross
margins that can be obtained with "branded" merchandise, Contact
intends to continue its efforts to sell its Contact Sports
apparel collections to retail stores. No assurance can be given
however that profitable operations will be attained in the near
future.

NINE MONTHS ENDED SEPTEMBER 30,2005 vs.
NINE MONTHS ENDED SEPTEMBER 30,2004

Revenue in the first nine months of 2005 was $152,537, compared
to $63,054 in the first nine months of 2004. This increase of
$89,483 (141%) as compared to the same period in 2004 is almost
entirely attributable to increased sales of private label
merchandise at Contact Sports during the third quarter of 2005 as
mentioned above. The cost of sales for the first nine months of
2005 was $148,343 (97%) and was indicative of the nature of the
private label sales shipped during the quarter which carry a
lower (typically 20%) gross profit margin than Contact's
"branded" merchandise. Additionally the cost of sales for the
first nine months of 2005 was negatively affected by the $18,807
inventory write-down during the second quarter of existing
consignment inventory at a customer's location. The Company
believes it's cost of sales percentage on its "branded" Contact
Sports products will be between 40% and 50%. Contact's inventory
is expected to increase in line with sales growth but inventory
will generally only be manufactured pursuant to specific purchase
orders. Significant Risk Inventories are not expected to be
maintained by Contact. The nature of Contact's business involves
taking orders for future delivery, sometimes as much as six
months in advance. This allows Contact to avoid, to a great
extent, speculating on Risk Inventory.

Selling, general and administrative expenses were $370,254 during
the first nine months of 2005, compared to $755,081 in the first
nine months of 2004. This decrease of $384,827 (50%) was
primarily attributable to the Company's stringent cost cutting
during the period including salaries and consulting fees for
internal accounting services.

The Company incurred a net loss from operations of $366,343
during the first nine months of 2005 as compared to a net loss
from operations of $751,861 during the first nine months of 2004.
This $385,518 (51%)decrease in the Company's loss is attributable
to the above-mentioned increases in sales revenue at Contact


                            (22)

<PAGE>
combined with the reduction in operating costs. The Company is
experiencing these continued losses due to an insufficient level
of sales at Contact.

To be truly effective, Contact's sales efforts for its branded
products should be supported by concurrent advertising
expenditures, which cannot be presently undertaken due to the
Company's weak financial position. Marketing, promotional,
advertising and trade show expenditures will need to be
undertaken to increase Contact's order taking process for its
collections of branded product. While these expenditures will
depress earnings in the short run they are critical to Contact's
long term objective of establishing the Contact Sports brand.

The Company will need to further increase sales at Contact in
order to attain profitability. Management believes that Contact
and the Company will continue to generate negative cash flows for
the Company during the remainder of 2005 and that a profitable
level of sales will only be attained after Contact's "branded"
products are successfully sold into its target customers' retail
stores. The Company has in the past underestimated the difficulty
of launching a new apparel brand but believes that Contact is
making progress in this regard. Because of the attractive gross
margins that can be obtained with "branded" merchandise, Contact
intends to continue its efforts to sell its Contact Sports
apparel collections to retail stores. No assurance can be given
however that profitable operations will be attained in the near
future.

In previous reports management had stated its belief that such
sales performance and positive cash flow at Contact might occur
in 2005. The difficulty of establishing a new "brand" combined
with a lack of the necessary financial resources have often
caused events to not develop as forecast by management and
management's estimates have frequently required adjustments.

LIQUIDITY AND CAPITAL RESOURCES:

The Company has experienced negative cash flows during the past
several fiscal years. The Company incurred net losses of
$1,020,624, $706,801 and $789,511 in fiscal 2004, 2003 and
2002,respectively. The Company's net loss from operations for the
nine months ended September 30, 2005 was $366,343. During the
nine months ended September 30, 2005, the Company had a negative
cash flow from operations which was approximately offset by a
positive cash flow from financing activities which resulted
primarily from sales of the Company's equity securities during
the nine months ended September 30, 2005.



                            (23)

<PAGE>
At September 30, 2005, the Company had a working capital deficit
of $(327,157), compared to a working capital deficit of
$(162,116) at December 31, 2004. The $165,041 reduction in
working capital was primarily attributable to increases in
customer deposits, accrued payroll and dividends payable, net of
the increases in accounts receivable and inventory during the
period. Of the $481,855 of current liabilities at September 30,
2005, - $353,094 or 73% represent amounts which are either (i)
due to officers or affiliates or (ii) may be paid in common stock
in lieu of cash.

The $323,479 of funds used by operating activities in the first
nine months of 2005 resulted primarily from the net loss of
$366,343 and increases in accounts receivable and inventory, net
of increases in customer deposits and accrued payroll and
expenses.

Funds totaling $1,755 were invested in the first nine months of
2005 in computer and telephone equipment.

Funds totaling $327,866 were provided by financing activities
during the first nine months of fiscal 2005 from net proceeds
realized from the sales of common and preferred stock.

As a result of the foregoing, the Company had a cash balance at
September 30, 2005 of $2,632 as compared to no cash balance at
December 31, 2004.

The Company will rely principally upon the businesses of its
Contact Sports subsidiary and its newly acquired JOL subsidiary
for revenue growth (SEE: Notes to Financial Statements - Note 6 -
Subsequent Event). The continuation of Contact's marketing
efforts is contingent upon the receipt by Alfa of the necessary
financing to fund Contact's marketing plan. Because of the
substantial uncertainties discussed herein, including the
difficulty of launching a new "Brand" in the apparel business,
the Company can presently give no assurance that Contact will
attain its objectives with respect to bookings, shipments or
sales in the timetable previously described, or in any timetable.

Without the Company's ability to substantially increase sales in
its Contact Sports subsidiary and without the receipt of
additional funding to implement Contact's marketing and
advertising campaign to spur such sales, Contact's selling
efforts will have to be scaled down, postponed or cancelled, any
of which events would significantly affect Contact's - and
possibly the Company's - ability to continue operations.

To assist in selling all retailers, including the credit-
deficient small independent retailers, Contact has entered into
a one-year Agreement with a company specializing in factoring

                            (24)
<PAGE>

receivables. This Agreement commenced in March 2004 and
encompasses both USA sales and any foreign sales made by Contact
that Contact, in its sole discretion, chooses to assign to the
factor.  The Agreement is deemed renewed from year to year
following the initial term unless terminated with notice by
either party and currently remains in effect. Contact is
considering entering into a new Agreement with the same company
that will maintain all of the current factoring provisions but
will also add a borrowing provision against receivables. There
can be no assurance that such an agreement can be concluded
between the Company and its factor on mutually satisfactory
terms. The factoring agreement allows Contact to be assured of
payment by the factor of any accounts receivable assigned to the
factor, irrespective of whether or not Contact's customer
actually pays such account receivable to Contact. Contact has
agreed under the factoring agreement to pay the factor an amount
equal to 1.5% of any account receivable Contact assigns to it
with the stipulation that the minimum monthly amount of such
payments will be at least $1,125. For a select number of high
risk accounts, defined as Debtors-in-Possession or special
accounts, the factor is entitled to receive a surcharge of up to
3% of the assigned receivable. Any of Contact's accounts
receivable assigned to the factor are maintained on Contact's
records as an account receivable until payment is received from
the factor for such account receivable. All fees paid to the
factor are expensed as incurred.

The continuation of JOL's efforts to conclude its proposed
substantial real estate development project in Oman is also
contingent upon the receipt by Alfa and/or JOL of the necessary
financing to fund JOL's business plan. JOL is presently in
discussions with the Government of Qatar with respect to a
financial settlement to resolve the State of Qatar's contractual
obligations to JOL, but as of the date hereof no such settlement
has been reached and no assurances can be given that any such
settlement ultimately will be reached (SEE: Notes to Financial
Statements - Note 6 - Subsequent Event - The Project in Qatar).

Prior to the date hereof, the Company has to a great extent
relied on the net proceeds from private placements of its equity
securities to fund its operations. Alfa is presently in
discussions with an institutional investment fund with regard to
such fund providing financing to Alfa but as of the date hereof,
no transaction has been closed and no assurances can be given
that any such transaction ultimately will be closed.

As of the date hereof, Alfa has 4,100,500 warrants outstanding at
an exercise price of $0.75 per share of Common Stock. The Company


                            (25)
<PAGE>

reduced the exercise price of these warrants to $0.60 for the
period beginning June 7, 2005 and ending August 12, 2005 (the
"Exercise Period"). During the Exercise Period warrant holders
exercised 253,500 warrants at the reduced exercise price of $0.60
per share and the Company received net proceeds therefrom of
$137,490. The remaining 4,100,500 unexercised warrants are
exercisable at $0.75 per share and expire on September 30, 2006.

During the first nine months of 2005, the Company sold 1,450
shares of its Series B Preferred Stock and received net proceeds
there from of $29,000.


ITEM  3   -    Controls and Procedures

Within the 90 days prior to the date of the filing of this Form
10-QSB, the Company carried out an evaluation under the
supervision and with the participation of management, including
the Company's chief executive and financial officer, of the
effectiveness of the design and operation of the Company's
disclosure controls and procedures pursuant to Securities
Exchange Act of 1934 Rule 13a-14(c) and 15d-14(c). Based upon
that evaluation, the Company's chief executive and financial
officer concluded that the Company's disclosure controls and
procedures are effective in timely alerting him to material
information relating to the Company required to be included in
the Company's periodic SEC filings.

There have been no significant changes in the Company's internal
Controls or other factors, which could significantly affect
internal controls subsequent to the date of the evaluation.


                    PART II   -   OTHER INFORMATION


ITEM 6.    Exhibits and Reports on Form 8-K


 (a)       Exhibits numbered in accordance with Item 601(a) of
           Regulation S-B

Exhibit                                                 Page
Numbers                Description                     Number
-------                -----------                     ------

3(i)           Certificate of Incorporation and
                 Amendment to Certificate of
                 Incorporation of Alfa International
                 Holdings Corp.                        E-1

                            (26)
<PAGE>


3(ii)          By-laws of Alfa International
                 Holdings Corp.                        E-3


31             Sarbannes-Oxley certification           E-19


32             Sarbannes-Oxley certification           E-21




  (b)      Reports on Form 8-K
           -------------------

On October 11, 2005 the Company filed a Form 8-K which filing
discussed the facts that,(i) effective October 11, 2005 Alfa had
completed the acquisition of Journey of Light, Inc., a Delaware
corporation, and (ii) Effective Monday, October 10, 2005 - the
new stock ticker symbol on the OTC Bulletin Board for Alfa's
common stock is "AHDS".





                       SIGNATURES


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



DATED: November 18, 2005        ALFA INTERNATIONAL HOLDINGS CORP.
                                       (Registrant)


                               By: /s/ Frank J. Drohan
                               -------------------------
                                   Frank J. Drohan
                                   Chief Executive Officer
                                   and Chief Financial Officer




                            (27)