SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-Q


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

          For the quarterly period ended March 31, 2005

     [ ]  TRANSITIONAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
          EXCHANGE ACT OF 1934 (No Fee Required)

                           Commission File No. 0-27210


                                     Zunicom, Inc.
              ----------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


                Texas                                   75-2408297
     -------------------------------              --------------------------
     (State or other jurisdiction of                  (I.R.S. Employer
      incorporation of organization)                 Identification No.)

                  1720 Hayden Drive, Carrollton, Texas 75006
        ----------------------------------------------------------------
                   (Address of principal executive office)


                                 (469) 892-1200
                          ----------------------------
                           (Issuer's telephone number)

Check  whether  the issuer has (1) filed all  reports  required by Section 12 or
15(d) of the Exchange Act during the past 12 months, and 2) been subject to such
filing requirements for the past ninety (90) days. Yes [ X ] No [   ]

Indicate  by check mark  whether  the  registrant  is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes    No  X
                                               ----   ----

As of March 31, 2005, 8,524,514 shares of Common Stock were outstanding.













                                       1
<PAGE>



                                  Zunicom, Inc.
                                      INDEX

                                                                      Page
                                                                      ----
PART I - Financial Information

Item 1.  Financial Statements

Consolidated Balance Sheets at March 31, 2005 (unaudited)
and December 31, 2004. . . . . . . . . . . . . . . . . . . . . . . .   3

Consolidated Statements of Operations for the three months ended
March 31, 2005 and 2004 (unaudited). . . . . . . . . . . . . . . . .   5

Consolidated Statements of Cash Flows for the three months ended
March 31, 2005 and 2004 (unaudited). . . . . . . . . . . . . . . . .   7

Notes to Unaudited Consolidated Financial Statements . . . . . . . .   8

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

Item 3.  Quantitative and Qualitative Disclosures About Market Risk.  16

Item 4.  Controls and Procedures. . . . . . . . . . . . . . . . . .   16


PART II - Other Information

Item 1.  Legal Proceedings . . . . . . . . . . . . . . . . . . . . .  17

Item 2.  Unregistered Sales of Equity Securities and
Use of Proceeds. . . . . . . . . . . . . . . . . . . . . . . . . . .  17

Item 3.  Defaults Upon Senior Securities . . . . . . . . . . . . . .  17

Item 4.  Submission of Matters to a Vote of Securities Holders . . .  17

Item 5.  Other Information . . . . . . . . . . . . . . . . . . . . .  17

Item 6.  Exhibits and Reports on Form 8-K. . . . . . . . . . . . . .  17

Signature. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .  19

Certifications . . . . . . . . . . . . . . . . . . . . . . . . . . .  20








                                       2
<PAGE>
PART  I  -  FINANCIAL  INFORMATION
----------------------------------
Item  1.  Financial  Statements

                         ZUNICOM, INC. AND SUBSIDIARIES
                           CONSOLIDATED BALANCE SHEETS

                                     ASSETS
                                                 (Unaudited)
                                                   March 31,     December 31,
                                                     2005            2004
                                                     ----            ----
CURRENT ASSETS
  Cash and cash equivalents                     $    503,141    $    458,068
  Accounts receivable - trade, net
   of allowance for doubtful
   accounts of $259,947 (unaudited)
   and $249,447                                    8,067,163       7,422,351
  Accounts receivable - other                         61,163         248,768
  Inventories - finished goods, net
   of allowance for obsolescence of
   $170,715 (unaudited) and $263,313              13,508,413      13,290,974
  Prepaid expenses and other current
   assets                                            557,921         480,466
                                                ------------    ------------
      Total current assets                        22,697,801      21,900,627
                                                ------------    ------------
PROPERTY AND EQUIPMENT
  Facsimile and business center equipment            906,596         874,801
  Machinery and equipment                            479,481         443,243
  Computer equipment                                 140,214         140,214
  Furniture and fixtures                             240,612         240,612
  Leasehold Improvements                             297,729         297,729
  Vehicles                                           151,598         140,676
                                                ------------    ------------
                                                   2,216,230       2,137,275

  Less accumulated depreciation and
   amortization                                   (1,530,331)     (1,454,527)
                                                ------------    ------------
      Net property and equipment                     685,899         682,748
                                                ------------    ------------
OTHER ASSETS                                          37,647          37,647
                                                ------------    ------------
TOTAL ASSETS                                    $ 23,421,347    $ 22,621,022
                                                ============    ============







            The accompanying footnotes are an integral part of these
                       consolidated financial statements.


                                       3
<PAGE>
                         ZUNICOM, INC. AND SUBSIDIARIES
                     CONSOLIDATED BALANCE SHEETS - Continued

                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                 (Unaudited)
                                                   March 31,     December 31,
                                                     2005            2004
                                                     ----            ----
CURRENT LIABILITIES
  Line of credit                               $ 10,075,428     $  8,526,903
  Current portion of notes payable -
    related party                                   675,128                -
  Current portion of long-term debt                  20,115           20,977
  Accounts payable                                5,142,689        5,318,797
  Accrued liabilities                             1,590,553        2,211,741
  Other current liabilities                          47,697           49,101
                                               ------------     ------------
     Total current liabilities                   17,551,610       16,127,519
                                               ------------     ------------
NOTES PAYABLE - RELATED PARTY, less current
    portion                                               -          860,128
LONG-TERM DEBT, less current portion                 41,173           46,307
DEFERRED RENT, less current portion                 221,172          221,942

STOCKHOLDERS' EQUITY
  Preferred stock - $1.00 par value,
   1,000,000 shares authorized; 103,888 and
   104,588 Class A Shares issued and out-
   standing; liquidation preference of
   $545,412 as of March 31, 2005                    103,888          104,588
  Common stock - $0.01 par value;
   50,000,000 shares authorized; 8,524,514
   and 8,512,048 shares issued and out-
   standing                                          85,245           85,120
  Additional paid-in capital                     14,532,171       14,521,415
  Accumulated deficit                            (9,113,912)      (9,345,997)
                                               ------------     ------------
        Total stockholders' equity                5,607,392        5,365,126
                                               ------------     ------------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY     $ 23,421,347     $ 22,621,022
                                               ============     ============









            The accompanying footnotes are an integral part of these
                       consolidated financial statements.




                                       4
<PAGE>
                         ZUNICOM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               For the Three Months Ended March 31, 2005 and 2004
                                   (Unaudited)
                                                     2005            2004
                                                     ----            ----
REVENUES
  Sales                                          $ 17,402,572    $ 14,075,664
  Service revenue                                     425,827         541,964
                                                 ------------    ------------
                                                   17,828,399      14,617,628
COST OF REVENUES
  Cost of goods sold                               15,257,378      12,127,767
  Direct servicing costs                              115,184         137,685
                                                 ------------    ------------
                                                   15,372,562      12,265,452
                                                 ------------    ------------
GROSS PROFIT                                        2,455,837       2,352,176

OPERATING EXPENSES
   Selling, general and administrative              1,984,453       2,240,611
   Depreciation and amortization of
     property and equipment                            83,784         182,783
   Write off of property and equipment                    619         151,157
                                                 ------------    ------------
                                                    2,068,856       2,574,551
                                                 ------------    ------------
INCOME (LOSS) FROM OPERATIONS                         386,981        (222,375)

OTHER EXPENSES
 Interest income                                        1,592               -
 Interest expense, related party                      (43,131)        (48,440)
 Interest expense, other                              (97,958)        (93,084)
 Other, net                                            (5,218)         (5,183)
                                                 ------------    ------------
                                                     (144,715)       (146,707)
                                                 ------------    ------------
INCOME (LOSS) BEFORE PROVISION FOR INCOME TAXES       242,266        (369,082)
                                                 ------------    ------------
PROVISION FOR INCOME TAXES                                  -               -
                                                 ------------    ------------
NET INCOME (LOSS)                                $    242,266    $   (369,082)
                                                 ============    ============
Net income (loss) attributable to common
   stockholders                                  $    232,085    $   (380,733)
                                                 ============    ============









            The accompanying footnotes are an integral part of these
                       consolidated financial statements.
                                       5
<PAGE>
                         ZUNICOM, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF OPERATIONS - Continued
               For the Three Months Ended March 31, 2005 and 2004
                                   (Unaudited)
                                                     2005            2004
                                                     ----            ----
Net income (loss) per share attributable to
   common stockholders

      Basic                                      $       0.03    $      (0.05)
                                                 ============    ============
      Diluted                                    $       0.03    $      (0.05)
                                                 ============    ============
Number of weighted average shares of common
   stock outstanding

      Basic                                         8,516,186       8,445,157
                                                 ============    ============
      Diluted                                       9,168,261       8,445,157
                                                 ============    ============


































            The accompanying footnotes are an integral part of these
                       consolidated financial statements.

                                       6

<PAGE>
                         ZUNICOM, INC. AND SUBSIDIARIES
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               For The Three Months Ended March 31, 2005 and 2004
                                   (Unaudited)
                                                      2005           2004
                                                      ----           ----
CASH FLOWS FROM OPERATING ACTIVITIES
Net income (loss)                                $     242,266   $   (369,082)
Adjustments to reconcile net income (loss)
 to net cash used in operating activities:
   Depreciation and amortization of property
     and equipment                                      83,784        182,783
   Provision for bad debts                              77,011         65,348
   Provision for obsolete inventory                     76,000         40,040
   Write off of property and equipment                     619        151,157
   Change in operating assets and liabilities:
     Accounts receivable - trade                      (721,823)       156,186
     Accounts receivable - other                       187,605         (7,117)
     Inventories                                      (293,439)       336,926
     Prepaid expenses and other current assets         (77,455)       137,822
     Other assets                                            -              -
     Accounts payable                                 (176,108)    (1,504,010)
     Accrued liabilities                              (621,188)      (985,507)
     Deferred rent                                      (2,174)             -
                                                 -------------   ------------
Net cash used in operating activities               (1,224,902)    (1,795,454)
                                                 -------------   ------------
CASH FLOWS FROM INVESTING ACTIVITIES
   Purchase of property and equipment                  (87,554)       (33,852)
                                                 -------------   ------------
CASH FLOWS FROM FINANCING ACTIVITIES
   Net activity on line of credit                    1,548,525      1,488,664
   Proceeds from exercise of stock options                   -         17,970
   Repayment of notes payable - related party         (185,000)             -
   Repayment of long-term debt                          (5,996)        (6,783)
                                                 -------------   ------------
Net cash provided by financing activities            1,357,529      1,499,851
                                                 -------------   ------------
NET INCREASE (DECREASE) IN CASH AND CASH
  EQUIVALENTS                                           45,073       (329,455)

Cash and cash equivalents at beginning of year         458,068        659,350
                                                 -------------   ------------
Cash and cash equivalents at end of quarter      $     503,141   $    329,895
                                                 =============   ============








            The accompanying footnotes are an integral part of these
                       consolidated financial statements.


                                       7
<PAGE>
                         ZUNICOM, INC. AND SUBSIDIARIES
                CONSOLIDATED STATEMENTS OF CASH FLOWS - Continued
               For The Three Months Ended March 31, 2005 and 2004
                                   (Unaudited)

                                                      2005           2004
                                                      ----           ----
SUPPLEMENTAL CASH FLOW INFORMATION

Interest paid                                   $     121,021   $    131,609
                                                =============   ============
SUPPLEMENTAL SCHEDULE OF NONCASH
  INVESTING AND FINANCING ACTIVITIES
  Dividends paid through issuance of
    common stock                                $      10,181   $     11,651
                                                =============   ============
  Conversion of preferred stock to common stock $         700   $          -
                                                =============   ============



































            The accompanying footnotes are an integral part of these
                       consolidated financial statements.


                                       8
<PAGE>
                         ZUNICOM, INC. AND SUBSIDIARIES
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS

NOTE A - BASIS OF PRESENTATION

The accompanying  unaudited consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information and in accordance with the  instructions to Form 10-Q and
Article  10 of  Regulation  S-X.  Accordingly,  they do not  include  all of the
information and footnotes required by generally accepted  accounting  principles
for complete financial statements.

In the opinion of management,  all adjustments  (consisting of normal  recurring
adjustments) considered necessary for a fair presentation have been included for
the three month  period  ended March 31,  2005.  The results for the three month
period ended March 31, 2005 are not  necessarily  indicative of the results that
may be expected for the year ended December 31, 2005. The consolidated financial
statements  included  in this  filing  should  be read in  conjunction  with the
Company's  consolidated  financial  statements and notes thereto included in the
Company's annual report on form 10-K for the year ended December 31, 2004.

NOTE B - ORGANIZATION

Zunicom,  Inc., ("Zunicom" or the "Company") was formed on January 10, 1992 as a
Texas corporation.  Zunicom's  subsidiary,  Universal Power Group  ("Universal")
has,  since its  inception in 1968,  evolved from a  distributor  of  electronic
components  into a battery,  battery  powered  products  and  security  products
distributor  and supplier,  a  third-party  fulfillment  provider,  and a custom
battery assembler. Zunicom's other subsidiary, AlphaNet Hospitality Systems Inc.
("AlphaNet"),  provides  in-room  facsimile and business  center services to the
hotel industry for their business travelers through licensing agreements.

NOTE C - STOCK-BASED COMPENSATION

The Company  accounts for  stock-based  employee  compensation  arrangements  in
accordance  with provisions of Accounting  Principles  Board ("APB") Opinion No.
25,  "Accounting  for Stock  Issued to  Employees."  Under APB  Opinion  No. 25,
compensation  expense for employees is based on the excess,  if any, on the date
of grant, between the fair value of the Company's stock over the option exercise
price. The Company was not required to record any  compensation  expense related
to the  issuance of stock  options  during the three months ended March 31, 2005
and 2004. Had the Company determined compensation based on the fair value at the
grant date for its stock options under SFAS No.123,  "Accounting for Stock-Based
Compensation,"  as  amended  by  SFAS  No.  148,   "Accounting  for  Stock-Based
Compensation-Transition  and Disclosure-an amendment of FASB Statement No. 123,"
net income (loss) and net income  (loss) per share would not have  significantly
differed from reported net income (loss).

The  Company  accounts  for  equity   instruments  issued  to  non-employees  in
accordance  with the  provisions  of SFAS No. 123 as amended by SFAS No. 148 and
Emerging  Issues Task Force  ("EITF")  Issue No. 96-18,  "Accounting  for Equity
Instruments  That Are  Issued  to Other  Than  Employees  for  Acquiring,  or in
Conjunction with Selling, Goods or Services." All transactions in which goods or
services are the consideration  received for the issuance of equity  instruments
are accounted for based on the fair value of the  consideration  received or the


                                       9
<PAGE>
fair  value  of  the  equity  instrument  issued,  whichever  is  more  reliably
measurable.  The  measurement  date of the fair value of the  equity  instrument
issued is the  earlier of the date on which the  counterparty's  performance  is
complete or the date on which it is probable that performance will occur.

NOTE D - RECENT ACCOUNTING PRONOUNCEMENTS

In December 2004, the Financial  Accounting  Standards Board issued SFAS No. 123
(revised 2004), "Share-Based Payment" ("SFAS No. 123R"), which replaces SFAS No.
123 and  supersedes  APB Opinion No. 25. SFAS No 123R  requires all  share-based
payments  to  employees,  including  grants of  employee  stock  options,  to be
recognized in the financial statements based on their fair values. The pro forma
disclosures  previously  permitted  under  SFAS  No.  123 will no  longer  be an
alternative to financial statement  recognition.  For the Company, SFAS No. 123R
is effective January 1, 2006.

The  Company  plans to adopt the new  standard  using the  modified  prospective
method. Under the modified prospective method,  companies are required to record
compensation expense for new and modified awards over the related vesting period
of such awards prospectively and record compensation  expense  prospectively for
the  unvested  portion,  at the  date of  adoption,  of  previously  issued  and
outstanding  awards  over  the  remaining  vesting  period  of such  awards.  No
amendments  to  prior  periods   presented  are  permitted  under  the  modified
prospective method. The future impact of the adoption of SFAS No. 123R cannot be
predicted as this time because it will depend on levels of share-based  payments
granted by the Company in the future.  However, had the Company adopted SFAS No.
123R in prior periods,  the impact of that standard would have  approximated the
impact of SFAS No. 123 as  described in the  disclosure  of pro forma net income
(loss) included in the Stock-Based Compensation policy footnote.

NOTE E - NET INCOME PER SHARE

Basic net income  (loss) per share is computed by  dividing  net income  (loss),
decreased/increased  by the preferred stock dividends of $10,181 and $11,651 for
the three month  periods  ending March 31, 2005 and 2004,  respectively,  by the
weighted average number of common shares outstanding for the period.

Diluted net income  (loss) per share is computed by dividing  net income  (loss)
decreased/increased  by the preferred  stock  dividends by the weighted  average
number of common shares and common stock equivalents outstanding for the period.
The Company's  common stock  equivalents  include all common stock issuable upon
conversion of preferred stock and the exercise of outstanding  stock options and
warrants.

For the three month period ending March 31, 2005 the aggregate  number of common
stock  equivalents  that were  excluded  from the  diluted  net income per share
calculation  totaled  517,276  as they are  anti-dilutive.  For the three  month
period ending March 31, 2005 the dilutive  effect of 4,317,081 stock options and
warrants are included in the diluted net income per share  calculation.  For the
period ended March 31, 2004, basic and diluted net loss per share is the same as
the Company  incurred a net loss for the period.  The aggregate number of common
stock  equivalents  excluded from the diluted net loss per share calculation for
the three month  period  ending March 31, 2004  totaled  4,985,757,  as they are
anti-dilutive.



                                       10
<PAGE>
NOTE F - LINE OF CREDIT

Universal's current line of credit agreement with a banking institution provides
for maximum  borrowings of $12,000,000  with interest  payable  monthly at LIBOR
Index rate plus 2.5% (5.32% at March 31, 2005) and matures May 5, 2007. The line
of credit is due on demand and is secured by accounts  receivable,  inventories,
and  equipment of  Universal.  The line's  availability  is based on a borrowing
formula,  which  allows  for  borrowings  equal to 85% of  Universal's  eligible
accounts  receivable  and a  percentage  of  eligible  inventory.  In  addition,
Universal must maintain certain  financial  covenants  including ratios on fixed
charge  coverage  and minimum  tangible net worth,  as well as,  maximum debt to
tangible  net  worth  and  an  interest  coverage  ratio.  At  March  31,  2005,
$10,075,428  was  outstanding  under the line of credit and $1,924,572  remained
available  for  borrowings  under  the line of  credit  based  on the  borrowing
formula.

NOTE G - NOTES PAYABLE - RELATED PARTY

AlphaNet has two notes payable to related party financing companies. One note in
the original  principal  amount of $1,525,000  is payable to Appel  Investments,
Inc. of which Kim Yeow Tan, William Tan's brother,  is an officer,  director and
shareholder.  As of March 31, 2005,  AlphaNet owes $431,912 in principal on this
note. The second note in the original  principal amount of $1,000,000 is payable
to AHS Funding LLC of which  Jenny  Jechart,  a  shareholder,  is the  principal
shareholder.  As of March 31, 2005,  AlphaNet owes $243,216 in principal on this
note.  These  notes,  which  have  interest  rates of  20.5%,  payable  monthly,
originally matured on October 21, 2001 and have been extended to March 27, 2006.
These notes are secured by a first lien on all AlphaNet assets and a second lien
on all AlphaNet stock owned by Zunicom and are guaranteed by Zunicom.

NOTE H - SEGMENTS

The battery and fulfillment segment represents the operations of Universal.  The
facsimile and business  center  segment  represents  the operations of AlphaNet.
These segments were  identified  based on the different  nature of the services,
location, and, in general, the type of customers.





















                                       11
<PAGE>
A summary of the segment financial  information  reported to the chief operating
decision maker is as follows:

                                      Three Months Ended March 31, 2005
                                      ---------------------------------

                                            Facsimile
                                            and
                                Battery and Business
                                Fulfillment Center      Adjustment Consolidated
                                ----------- ----------  ---------- ------------
Revenue                         $17,402,572 $  425,827  $       -  $17,828,399
Depreciation and amortization        35,590     47,729        465       83,784
Segment profit (loss)               423,124    (97,522)   (83,336)     242,266
Segment assets                   22,647,694    436,342    337,311   23,421,347
Capital expenditures by segment      47,160     40,394          -       87,554


                                      Three Months Ended March 31, 2004
                                      ---------------------------------

                                            Facsimile
                                            and
                                Battery and Business
                                Fulfillment Center      Adjustment Consolidated
                                ----------- ----------  ---------- ------------
Revenue                         $14,075,664 $  541,964  $       -  $14,617,628
Depreciation and amortization        29,403    152,915        465      182,783
Segment profit (loss)                43,272   (274,351)  (138,003)    (369,082)
Segment assets                   17,471,042  1,232,128    174,553   18,877,723
Capital expenditures by segment       7,269     26,583          -       33,852


The adjustments  represent  depreciation and  amortization  related to corporate
assets,  corporate expenses,  and corporate assets to reconcile segment balances
to consolidated balances.

NOTE I - CONCENTRATIONS

A  significant  portion  of  Universal's  business  is with one major  customer,
Brink's Home Security,  which  represented  approximately  63%, of the Company's
first quarter 2005 revenue. At March 31, 2005,  Universal had aggregate accounts
receivable  from this customer in the amount of $4,185,599.  Through the date of
this report, substantially this entire amount has been collected.

NOTE J - SHAREHOLDERS' EQUITY

During the three  months ended March 31,  2005,  the Company  paid  dividends of
$10,181 on the Class A Preferred  Stock through the issuance of 11,066 shares of
the Company's common stock and 700 shares of preferred stock were converted into
1,400 shares of the Company's common stock.  During the three months ended March
31, 2004, 25,000 shares of the Company's common stock were issued pursuant to an
employee exercise of stock options for proceeds totaling $17,970.




                                       12
<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATIONS

The  following  discussion  and  analysis  should  be read in  conjunction  with
Zunicom's  Consolidated  Interim Financial Statements and notes thereto included
elsewhere in this Form 10-Q.  Except for the  historical  information  contained
herein,  the  discussion  in this Form 10-Q  contains  certain  forward  looking
statements that involve risks and uncertainties, such as statements of Zunicom's
plans, objectives,  expectations and intentions.  The cautionary statements made
in  this  Form  10-Q  should  be  read  as  being   applicable  to  all  related
forward-looking  statements  wherever  they  appear  in this  Form  10-Q.  These
statements  include,  without  limitation,  statements  concerning the potential
operations and results of the Company described below.  Zunicom's actual results
could differ  materially from these discussed here.  Factors that could cause or
contribute  to such  differences  include,  without  limitation,  those  factors
discussed  herein and in Zunicom's Annual Report on Form 10-K for the year ended
December 31, 2004.


RESULTS OF OPERATIONS

Currently, the operations of Zunicom are conducted through its two subsidiaries,
Universal and AlphaNet.

REVENUES

For the three month  period  ended  March 31,  2005,  Zunicom  had  consolidated
revenues of $17,828,399  compared to $14,617,628 for the similar period in 2004,
an increase of $3,210,771 or 22%.

Universal had revenues of $17,402,572 for the three month period ended March 31,
2005,  compared to revenues of $14,075,664 for the similar period in 2004, or an
increase of 24%.  AlphaNet  had  revenues of $425,827 for the three month period
ended March 31, 2005, compared to revenues of $541,964 for the similar period in
2004, or a decrease of 21%.

The $3,326,908  increase in Universal's  revenues is primarily  attributable  to
increased revenues from Brinks Home Security  ("Brinks").  Specifically,  Brinks
sales  totaled  $11,304,565  for the three month period ended March 31, 2005 and
$8,621,149  for the three  month  period  ended March 31,  2004,  an increase of
$2,683,416.  Battery  product sales  increased by $643,492 from the  comparative
period.

AlphaNet's decrease in revenues of $116,137 is attributable to decrease usage of
the InnFax  product  which  amounted to $100,671 for the period ending March 31,
2005.  AlphaNet will continue to see a decline in revenue on the Innfax  product
as a result of the de-installations that occurred in 2004.

COST OF REVENUES

For the three month period ended March 31, 2005, Zunicom's  consolidated cost of
revenues  increased to  $15,372,562  compared to cost of revenues of $12,265,452
for the similar period in 2004, an increase of $3,107,110 or 25%.




                                       13
<PAGE>
Universal's  cost of revenues  totaled  $15,257,378  for the three month  period
ended March 31, 2005,  compared to $12,127,767 in the similar period in 2004, or
an increase of $3,129,611 or 26%.  AlphaNet's cost of revenues  totaled $115,184
for the three month period ended March 31, 2005 compared to $137,685  during the
similar period last year, a decrease of $22,501 or 16%.

Cost of revenues as a  percentage  of revenues  for  Universal  increased to 88%
compared  to 86% for the  similar  period  in  2004.  This  increase  is  mainly
attributable to the lower margins earned on third party fulfillment distribution
to Brinks as well as cost increases from battery suppliers and freight handlers.
The  gross  margin  for the  three  month  period  ended  March  31,  2005  from
fulfillment  services for Brinks was approximately 10% compared to average gross
margin of 16% from sales to other customers. Universal is continuously examining
customer  pricing  based upon the  product  cost  increases  as well as reducing
freight cost.

AlphaNet's direct servicing costs as a percentage of service revenues  increased
to 27% for the three month period  ending March 31, 2005 compared to 25% for the
same period in 2004.  The  increase  is  primarily  attributable  to the cost of
installing new office centers, license fees and repairs and maintenance.

OPERATING EXPENSES

For the  three  month  period  ended  March  31,  2005,  Zunicom's  consolidated
operating expenses,  consisting of selling,  general and administrative expenses
as well as  depreciation  and  amortization  and the write off of  property  and
equipment  decreased to $2,068,856 compared to $2,574,551 for the similar period
in 2004, an decrease of $505,695 or 20%.

The  operating  expenses of  Universal  totaled  $1,625,785  for the three month
period ended March 31, 2005, compared $1,810,516 for the similar period in 2004,
a  decrease  of  $184,731  or 10%.  For the same  periods  AlphaNet's  operating
expenses  were  $359,816  compared to $626,810,  a decrease  $266,994 or 43% and
Zunicom's  operating  expenses were $83,255 compared to $137,225,  a decrease of
$53,970 or 39%.

The  decrease in  Universal's  operating  expenses in 2005 is  primarily  due to
decrease in bonus  accruals and wages of  $151,866,  decrease in trade shows and
related  travel cost of $69,457 as well as decrease in legal expense of $33,780.
There were increases in contract labor of $26,658,  additional insurance cost of
$22,010  and  increase  in bad debt  expense of  $20,345.  The  Company  expects
Universal's operating costs to be consistent in subsequent quarters.

The decrease in AlphaNet's  operating  expenses is attributable to the decreased
depreciation  expense  from  $152,915 for the three month period ended March 31,
2004 to  $47,729  for the  similar  period in 2005 as  AlphaNet's  fixed  assets
continue to become fully  depreciated or written off. As well as the decrease of
$151,157  attributable to the write off of Innfax property and equipment  during
the first quarter of 2004.

The decrease in Zunicom's  operating  expenses of $53,970 is primarily  due to a
decrease in investor  relation  services for the three month period ending March
31,  2005  compared  to the same period in 2004.  To reduce  operating  expenses
Zunicom cancelled their investor relation in 2004.



                                       14
<PAGE>
INTEREST EXPENSE

Zunicom's  consolidated  interest expense of $141,089 for the three month period
ended March 31, 2005 was consistent with the same period in 2004 of $141,524.

LIQUIDITY

Zunicom,  on a consolidated basis, had cash and cash equivalents of $503,141 and
$329,895 at March 31, 2005 and 2004, respectively.

Net cash used in operations was $1,224,902  compared to $1,795,454 for the three
month  periods  ending March 31, 2005 and 2004,  respectively.  The cash used in
operating  activities  in 2005 is primarily  attributable  to increases in trade
accounts receivable and inventories of $721,823 and $293,439,  respectively, and
reductions in accounts payable and accrued liabilities of $176,108 and $621,118,
respectively.  These changes are offset  primarily by net income of $242,266 and
by a decrease in other accounts  receivable of $187,605 as well as  depreciation
and amortization of property and equipment of $83,784 and the provisions for bad
debts and obsolete  inventory of $77,011 and  $76,000,  respectively.  While the
cash used in operating activities in 2004 was primarily related to net losses of
$369,082  and  reductions  in  accounts  payable  and  accrued   liabilities  of
$1,504,010  and  $985,507,   respectively,   partially   offset  by  changes  in
receivables of $149,069, inventories of $336,926,  depreciation and amortization
of  property  and  equipment  of  $182,783  and the  write off of  property  and
equipment totaling $151,157.

Net cash used by investing activities for the three month period ended March 31,
2005,  was $87,554  compared to $33,852 for the similar period in 2004. The cash
used in 2005 and 2004 was related to the purchase of property and equipment.

Net cash provided by financing activities for the three month period ended March
31, 2005 was  $1,357,529  compared to $1,499,851 for the similar period in 2004.
The net cash provided by financing  activities for 2005 was primarily  comprised
of net borrowings on the Universal line of credit of $1,548,525, as well as cash
used of $185,000  for the  repayment of long term debt to related  parties.  The
cash provided for 2004 was primarily  related to net borrowings on the Universal
line of credit totaling $1,488,664.

AlphaNet has two notes payable to related party financing companies. One note in
the original  principal  amount of $1,525,000  is payable to Appel  Investments,
Inc. of which Kim Yeow Tan, William Tan's brother,  is an officer,  director and
shareholder.  As of March 31, 2005,  AlphaNet owes $431,912 in principal on this
note. The second note in the original  principal amount of $1,000,000 is payable
to AHS Funding LLC of which  Jenny  Jechart,  a  shareholder,  is the  principal
shareholder.  As of March 31, 2005,  AlphaNet owes $243,216 in principal on this
note.  These notes,  which have interest rates of 20.5%,  originally  matured on
October 21, 2001 and were extended to March 27, 2006. These notes are secured by
a first lien on all  AlphaNet  assets and a second  lien on all  AlphaNet  stock
owned by Zunicom and are guaranteed by Zunicom.

As provided for in the Universal line of credit agreement discussed in Note F in
the interim  consolidated  financial  statements found elsewhere in this report,
Universal may, under certain conditions, borrow under the line to upstream funds
to  Zunicom,  to pay this  indebtedness.  Assuming  borrowing  availability  and



                                       15
<PAGE>
certain fixed charge coverage ratio tests are met. Universal may borrow for this
purpose up to 50% of its net income  quarterly until the notes are retired.  For
the quarter ended March 31, 2005  Universal  borrowed  $185,000 in which Zunicom
used to pay down the AlpaNet loans.

Zunicom  believes that cash provided by its operations and cash available  under
the Universal line of credit will be sufficient to meets its  operational  needs
over the next year.  However,  it may not be  sufficient to retire the Appel and
AHS Funding indebtedness.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Foreign Currency Exchange

Our customers are primarily located in the U.S.  However,  many of our suppliers
are located  outside the U.S.  and our  financial  results  could be impacted by
foreign  currency  exchange rates and market  conditions  abroad.  However,  the
aggregate impact of any likely exchange rate fluctuations would be immaterial as
most payments are made in U.S. dollars. We have not used derivative  instruments
to hedge our foreign exchange risks though we may choose to do so in the future.

Our  international  business  is  subject to risks  typical of an  international
business, including, but not limited to: differing economic conditions,  changes
in  political   climate,   differing  tax  structures,   other  regulations  and
restrictions  and foreign  exchange  rate  volatility.  Accordingly,  our future
results  could be  materially  adversely  affected  by changes in these or other
factors.  The effect of foreign exchange rate fluctuations on us during 2004 was
not material.

Interest Rates

Our exposure to market rate risk for changes in interest rates relates primarily
to  Universal's  line of credit.  The line of credit,  maturing May 2007,  bears
interest at LIBOR plus 2.5%. A change in the LIBOR would have a material  effect
on interest  expense.  The  Company's  existing  long-term  debt owed to related
parties has fixed interest rates;  however,  future borrowings may bear interest
at variable rates and,  accordingly,  the Company's  exposure to market risk for
changes in  interest  rates may change in the  future.  At March 31,  2005,  the
Company's  long term debt owed to related  parties is $675,128.  This debt bears
interest at a fixed rate of 20.5% and is due in full on March 27, 2006.

ITEM 4. CONTROLS AND PROCEDURES

We  have  carried  out  an  evaluation,  under  the  supervision  and  with  the
participation  of  our  principal  executive  officer  and  principal  financial
officer,  of the  effectiveness  of the design and  operation of our  disclosure
controls and procedures as of March 31, 2005,  pursuant to Rule 13a-15(b)  under
the Exchange Act. Based on this evaluation,  our principal executive officer and
principal   financial  officer  concluded  that  our  disclosure   controls  and
procedures are effective in ensuring that  information  required to be disclosed
is recorded, processed, summarized and reported in a timely manner.





                                       16
<PAGE>
We  have  carried  out  an  evaluation   under  the  supervision  and  with  the
participation  of  our  principal  executive  officer  and  principal  financial
officer,  of any changes in our internal controls over financial  reporting that
have  occurred  during the three  month  period  ended March 31,  2005,  and our
principal  executive officer and principal financial officer have concluded that
there was no  change  during  the three  months  ended  March 31,  2005 that has
materially  affected or is reasonably expected to materially affect our internal
control over financial reporting.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings.

In re Certain Zero-Mercury-Added  Alkaline Batteries, Parts Thereof and Products
Containing   Same,   Investigation   No.   337-TA-493,   in  the  United  States
International  Trade  Commission.  This  is an  action  initiated  by  Energizer
Holdings,  Inc. and Eveready Battery  Company,  Inc.  (collectively  "Eveready")
against the Company and over 20 other  respondents  relating to the manufacture,
importation  and sale of certain  alkaline  batteries  alleged to infringe  U.S.
Patent No. 5,464,709. Eveready is seeking a general exclusion order with respect
to future  importation of these batteries.  The Company has denied  infringement
and  has  been  vigorously   defending  this  action.  The  International  Trade
commission has ruled against Eveready and the matter is currently being appealed
to the United States Court of Appeals for the Federal Circuit.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.

None.

Item 3. Defaults upon Senior Securities.

None.

Item 4. Submission of Matters to a Vote of Securities Holders.

None.

Item 5. Other Information.

None.

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

a.      The  following exhibits are filed as part of this report or incorporated
        herein as indicated.

        31.1 Certification related to Quarterly Report Form 10-Q disclosures.

        31.2 Certification related to Quarterly Report Form 10-Q disclosures

        32.1 Certification pursuant to Rule 13a-14(b) of the Exchange Act and 18
           U.S.C.  Section  1350,  as enacted  pursuant  to  Section  906 of the
           Sarbanes-Oxley Act of 2002.




                                       17
<PAGE>
           32.2 Certification pursuant to Rule 13a-14(b) of the Exchange Act and
           18 U.S.C.  Section  1350,  as enacted  pursuant to Section 906 of the
           Sarbanes-Oxley Act of 2002.

b.      The following reports on Form 8-K were filed or required to be filed for
        the last quarter.

           None.

















































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<PAGE>
                                    Signature
                                    ---------

     In accordance with Section 13 or 15(d) of the Securities  Exchange Act, the
Company has caused  this  report to be signed on its behalf by the  undersigned,
Thereunto duly authorized.



                                       Zunicom, Inc.
                                       --------------------------------


Date:  May 16, 2005                    /s/ Julie Sansom-Reese
                                       --------------------------------
                                       Julie Sansom-Reese
                                       Chief Financial Officer
                                       (principal financial officer)







































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