**UNITED
          STATES**
 **SECURITIES
          AND EXCHANGE COMMISSION**
 **Washington,
          D.C. 20549**
 
 **FORM
          10-QSB**
 
 
 [xx]
                QUARTERLY
                    REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                    OF 1934
                    FOR THE QUARTERLY PERIOD ENDED JUNE 30,
                    2006
 
 Commission
          file Number: 0-28053
 
 **INVESTMENT
          ASSOCIATES, INC.**
 (Exact
          name of small business issuer as specified in its charter)
 
 **Nevada**
 (State
          or
          other jurisdiction of incorporation or organization)
 
 **98-0204280**
 (I.R.S.
          Employer Identification Number)
 
 **Suite
          810**
 **1708
          Dolphin Avenue**
 **Kelowna,
          British Columbia, V1Y 9S4**
 (Address
          of principal executive offices)
 
 **(250)
          868-8177**
 (Issuer's
          telephone number)
 
 
 Check
          whether the issuer (1) filed all reports required to be filed by Section
          13 or
          15(d) of the Exchange Act during the past 12 months (or for such shorter
          period
          that the registrant was required to file such reports), and (2) has been
          subject
          to such filing requirements for the past 90 days. **[ X ] Yes** [ ]
          No
 
 Indicate
          by check mark whether the registrant is a shell company (as defined in
          Rule
          12b-2 of the Exchange Act).
 (check
          one): **Yes [ X ]** No [ ]
 
 State
          the
          number of shares outstanding of each of the issuer's classes of common
          equity,
          as of the latest practicable date:   1,000,000
          common shares as at August 14, 2006
 
 Transitional
          Small Business Disclosure Format (check one): Yes [ ] **No [ X
          ]**
 
 
 1
  **INVESTMENT
          ASSOCIATES, INC.**
 
 
 INDEX
 
 INDEX
 
 PART
                    1.
                FINANCIAL
                    INFORMATIONItem
                    1.
                
                Financial
                    StatementsBalance
                    Sheet as of June 30, 2006 (unaudited)
                3Statements
                    of Operations for the nine monthsended
                    June 30, 2006 and 2005 (unaudited)
                4Statements
                    of Cash Flows for the nine monthsended
                    June 30, 2006 and 2005 (unaudited)
                5Condensed
                    Notes to Interim Financial Statements
                6Item
                    2
                
                Plan
                    of Operation
                11Item
                    3
                
                Controls
                    and Procedures
                15PART
                    II.
                OTHER
                    INFORMATIONItem
                    1
                
                Legal
                    Proceedings
                16Item
                    2
                
                Unregistered
                    Sales of Equity Securities and Use of Proceeds
                16Item
                    3
                
                Defaults
                    Upon Senior Securities
                16Item
                    4
                
                Submission
                    of Matters to a Vote of Security Holders
                16Item
                    5
                
                Other
                    Information
                16Item
                    6
                
                Exhibits
                    and Reports on Form 8K
                16SIGNATURES
                
                
                17
 
 
 
 2
   **INVESTMENT
                      ASSOCIATES, INC.****(A
                      Development Stage Enterprise)****BALANCE
                      SHEETS**June
                          30,2006(unaudited)
                  
                  September
                      30,
                    2005**ASSETS**CURRENT
                      ASSETSCash
                  
                  $
                  2,452
                  
                  $
                  2,258**TOTAL
                      ASSETS**
                  
                  $
                  2,452
                  
                  $
                  2,258**LIABILITIES
                      AND STOCKHOLDERS' DEFICIT**CURRENT
                      LIABILITIESAccounts
                      payable and accrued liabilities
                  
                  $
                  1,584
                  
                  $
                  3,500Indebtedness
                      to related parties
                  
                  
                  24,720
                  
                  
                  11,720Loans
                      payable
                  
                  
                  10,000
                  
                  
                  10,000TOTAL
                      CURRENT LIABILITIES
                  
                  
                  36,304
                  
                  
                  25,220COMMITMENTS
                      AND CONTINGENCIES
                  
                  
                  -
                  
                  
                  -STOCKHOLDERS'
                      DEFICITCommon
                      stock, 25,000,000 shares authorized; $0.001par
                      value; 1,000,000 shares issued and outstanding
                  
                  
                  1,000
                  
                  
                  1,000Additional
                      paid-in capital
                  
                  
                  29,283
                  
                  
                  29,283Accumulated
                      deficit during development stage
                  
                  
                  (64,135
                  )
                  
                  (53,245
                  )TOTAL
                      STOCKHOLDERS' DEFICIT
                  
                  
                  (33,852
                  )
                  
                  (22,962
                  )**TOTAL
                      LIABILITIES AND STOCKHOLDERS' DEFICIT**
                  
                  $
                  2,452
                  
                  $
                  2,258
 The
            accompanying condensed notes are an integral part of these interim financial
            statements
  3
  **INVESTMENT
                      ASSOCIATES, INC.****(A
                      Development Stage Enterprise)****STATEMENTS
                      OF OPERATIONS**Three
                      Months Ended
                    June
                      30,
                  
                  Nine
                      Months Ended June 30,
                  
                  FromJuly
                            18,1997(Inception) toJune 30,2006
                  
                  2005
                  
                  2006
                  
                  2005
                  
                  2006(unaudited)
                  
                  (unaudited)
                  
                  (unaudited)
                  
                  (unaudited)
                  
                  (unaudited)REVENUES
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -
                  
                  $
                  -EXPENSESSelling,
                      general and administrative expenses
                  
                  
                  5,293
                  
                  
                  1,614
                  
                  
                  10,890
                  
                  
                  4,641
                  
                  
                  67,913Loss
                      on write-down of note receivable
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  18,679Gain
                      on forgiveness of note payable
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  (22,500
                  )Interest
                      expense
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  43TOTAL
                      EXPENSES
                  
                  
                  5,293
                  
                  
                  1,614
                  
                  
                  10,890
                  
                  
                  4,641
                  
                  
                  64,135LOSS
                      FROM OPERATIONS
                  
                  
                  (5,293
                  )
                  
                  (1,614
                  )
                  
                  (10,890
                  )
                  
                  (4,641
                  )
                  
                  (64,135
                  )LOSS
                      BEFORE TAXES
                  
                  
                  (5,293
                  )
                  
                  (1,614
                  )
                  
                  (10,890
                  )
                  
                  (4,641
                  )
                  
                  (64,135
                  )INCOME
                      TAXES
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -
                  
                  
                  -NET
                      LOSS
                  
                  $
                  (5,293
                  )
                  $
                  (1,614
                  )
                  $
                  (10,890
                  )
                  $
                  (4,641
                  )
                  $
                  (64,135
                  )NET
                      LOSS PER COMMON SHARE,BASIC
                      AND DILUTED
                  
                  $
                  (0.01
                  )
                  $
                  nil
                  
                  $
                  (0.01
                  )
                  $
                  nilWEIGHTED
                      AVERAGE NUMBEROF
                      COMMON SHARES OUTSTANDING,BASIC
                      AND DILUTED
                  
                  
                  1,000,000
                  
                  
                  1,000,000
                  
                  
                  1,000,000
                  
                  
                  1,000,000
   The
            accompanying condensed notes are an integral part of these interim financial
            statements
  4
 
  **INVESTMENT
                          ASSOCIATES, INC.****(A
                          Development Stage Enterprise)****STATEMENTS
                          OF CASH FLOWS**Nine
                          Months Ended June 30,
                      
                      From
                          July
                            18,
                          1997(Inception)
                          to June
                          30,2006
                      
                      2005
                      
                      2006(unaudited)
                      
                      (unaudited)
                      
                      (unaudited)**CASH
                          FLOWS FROM OPERATING ACTIVITIES:**Net
                          loss
                      
                      $
                      (10,890
                      )
                      $
                      (6,341
                      )
                      $
                      (64,135
                      )Adjustments
                          to reconcile net loss to net cash used in operating
                          activities:Loss
                          on write-down of note receivable
                      
                      
                      -
                      
                      
                      -
                      
                      
                      18,679Gain
                          on forgiveness note payable
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (22,500
                      )Increase
                          (decrease) in accounts payable and accrued
                          liabilities
                      
                      
                      (1,916
                      )
                      
                      -
                      
                      
                      1,584Net
                          cash used by operating activities
                      
                      
                      (12,806
                      )
                      
                      (6,341
                      )
                      
                      (66,372
                      )**CASH
                          FLOWS PROVIDED BY INVESTING ACTIVITIES:**Issuance
                          of note receivable
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (18,679
                      )Net
                          cash used by investing activities
                      
                      
                      -
                      
                      
                      -
                      
                      
                      (18,679
                      )**CASH
                          FLOWS PROVIDED BY FINANCING ACTIVITIES:**Issuance
                          of common stock
                      
                      
                      -
                      
                      
                      -
                      
                      
                      1,000Proceeds
                          from issuance of loan payable
                      
                      
                      -
                      
                      
                      -
                      
                      
                      10,000Proceeds
                          from related party advances
                      
                      
                      13,000
                      
                      
                      9,000
                      
                      
                      24,720Proceeds
                          from issuance of note payable
                      
                      
                      -
                      
                      
                      -
                      
                      
                      22,500Capital
                          contributed by an affiliate
                      
                      
                      -
                      
                      
                      -
                      
                      
                      29,283Net
                          cash provided by financing activities
                      
                      
                      13,000
                      
                      
                      9,000
                      
                      
                      87,503**NET
                          INCREASE (DECREASE) IN CASH**
                      
                      
                      194
                      
                      
                      2,659
                      
                      
                      2,452**CASH,
                          BEGINNING OF PERIOD**
                      
                      
                      2,258
                      
                      
                      93
                      
                      
                      -**CASH,
                          END OF PERIOD**
                      
                      $
                      2,452
                      
                      $
                      2,752
                      
                      $
                      2,452**SUPPLEMENTAL
                          CASH FLOW INFORMATION:**Interest
                          paid
                      
                      $
                      -
                      
                      $
                      -
                      
                      $
                      43Income
                          taxes paid
                      
                      $
                      -
                      
                      $
                      -
                      
                      $
                      -**NON-CASH
                          TRANSACTIONS:**1,000,000
                          shares of common stock issued for services
                      
                      $
                      -
                      
                      $
                      -
                      
                      $
                      1,000
    The
                accompanying condensed notes are an integral part of these interim
                financial
                statements
  5
 
 **INVESTMENTS
                ASSOCIATES, INC.**
 **(A
                Development Stage Enterprise)**
 **CONDENSED
                NOTES TO THE INTERIM FINANCIAL STATEMENTS**
 **June
                30, 2006**
 
  
 **NOTE
                1 - BASIS OF PRESENTATION**
 
 The
                foregoing unaudited interim financial statements have been prepared
                in
                accordance with generally accepted accounting principles for interim
                financial
                information and with the instructions to Regulation S-B as promulgated
                by the
                Securities and Exchange Commission. Accordingly, these financial
                statements do
                not include all of the disclosures required by generally accepted
                accounting
                principles in the United States of America for complete financial
                statements.
                These unaudited interim financial statements should be read in conjunction
                with
                the audited financial statements for the period ended September 30,
                2005. In the
                opinion of management, the unaudited interim financial statements
                furnished
                herein include all adjustments, all of which are of a normal recurring
                nature,
                necessary for a fair statement of the results for the interim period
                presented.
                Operating results for the nine-month period ending June 30, 2006
                are not
                necessarily indicative of the results that may be expected for the
                year ending
                September 30, 2006.
 
 The
                Company is a “blank check” company. It was organized to evaluate, structure and
                complete a merger with, or acquisition of, a privately owned
                corporation.
 
 Interim
                financial data presented herein is unaudited.
 
 
 **NOTE
                2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**
 
 Going
                Concern
 The
                accompanying financial statements have been prepared on a going concern
                basis,
                which contemplates the realization of assets and the satisfaction
                of liabilities
                in the normal course of business. As shown in the accompanying financial
                statements, the Company has no revenues, minimal cash, and recurring
                losses
                since inception. These factors, among others, may indicate that the
                Company will
                be unable to continue as a going concern for a reasonable period
                of
                time.
 
 The
                financial statements do not include any adjustments relating to the
                recoverability and classification of liabilities that might be necessary
                should
                the Company be unable to continue as a going concern. Management’s plans are to
                engage in evaluating, structuring, and completing a merger with,
                or acquisition
                of, a privately owned corporation. These plans, if successful, will
                mitigate the
                factors which raise substantial doubt about the Company’s ability to continue as
                a going concern. The Company’s continuation as a going concern is dependent upon
                continuing capital contributions from an affiliate to meet its obligations
                on a
                timely basis, consummating a business combination with an operating
                company, and
                ultimately attaining profitability. There is no assurance that the
                affiliate
                will continue to provide capital to the Company or that the Company
                can identify
                a target company and consummate a business combination. The financial
                statements
                do not include any adjustments that might result from the outcome
                of this
                uncertainty.
  
 6
  **INVESTMENTS
                  ASSOCIATES, INC.**
 **(A
                  Development Stage Enterprise)**
 **CONDENSED
                  NOTES TO THE INTERIM FINANCIAL STATEMENTS**
 **June
                  30, 2006**
 Recent
                Accounting Pronouncements
 In
                March
                2006, the Financial Accounting Standards Board issued Statement of
                Financial
                Accounting Standards No. 156, "Accounting for Servicing of Financial
                Assets, an
                Amendment of FASB Statement No. 140," (hereinafter "SFAS No. 156”). This
                statement requires an entity to recognize a servicing asset or servicing
                liability each time it undertakes an obligation to service a financial
                asset by
                entering into a servicing contract in any of the following situations:
                a
                transfer of the servicer's financial assets that meets the requirements
                for sale
                accounting; a transfer of the servicer's financial assets to a qualifying
                special-purpose entity in a guaranteed mortgage securitization in
                which the
                transferor retains all of the resulting securities and classifies
                them as either
                available-for-sale securities or trading securities; or an acquisition
                or
                assumption of an obligation to service a financial asset that does
                not relate to
                financial assets of the servicer or its consolidated affiliates.
                The statement
                also requires all separately recognized servicing assets and servicing
                liabilities to be initially recorded at fair value, if practicable
                and permits
                an entity to choose either the amortization or fair value method
                for subsequent
                measurement of each class of servicing assets and liabilities. The
                statement
                further permits, at its initial adoption, a one-time reclassification
                of
                available-for-sale securities to trading securities by entities with
                recognized
                servicing rights, without calling into question the treatment of
                other
                available-for-sale securities under Statement No. 115, provided that
                the
                available-for-sale securities are identified in some manner as offsetting
                the
                entity's exposure to changes in fair value of servicing assets or
                servicing
                liabilities that a servicer elects to subsequently measure at fair
                value and
                requires separate presentation of servicing assets and servicing
                liabilities
                subsequently measured at fair value in the statement of financial
                position and
                additional disclosures for all separately recognized servicing assets
                and
                servicing liabilities. This statement is effective for fiscal years
                beginning
                after September 15, 2006, with early adoption permitted as of the
                beginning of
                an entity's fiscal year. Management believes the adoption of this
                statement will
                have no immediate impact on the Company's financial condition or
                results of
                operations.
 
 In
                February 2006, the Financial Accounting Standards Board issued Statement
                of
                Financial Accounting Standards No. 155, "Accounting for Certain Hybrid
                Financial
                Instruments, an Amendment of FASB Standards No. 133 and 140," (hereinafter
“SFAS
                No. 155”). This statement established the accounting for certain derivatives
                embedded in other instruments. It simplifies accounting for certain
                hybrid
                financial instruments by permitting fair value remeasurement for
                any hybrid
                instrument that contains an embedded derivative that would otherwise
                require
                bifurcation under SFAS No. 133 as well as eliminating a restriction
                on the
                passive derivative instruments that a qualifying special-purpose
                entity may hold
                under SFAS No. 140. This statement allows a public entity to irrevocably
                elect
                to initially and subsequently measure a hybrid instrument that would
                be required
                to be separated into a host contract and derivative in its entirety
                at fair
                value (with changes in fair value recognized in earnings) so long
                as that
                instrument is not designated as a hedging instrument pursuant to
                the statement.
                SFAS No. 140 previously prohibited a qualifying special-purpose entity
                from
                holding a derivative financial instrument that pertains to a beneficial
                interest
                other than another derivative financial instrument. This statement
                is effective
                for fiscal years beginning after September 15, 2006, with early adoption
                permitted as of the beginning of an entity's fiscal year. Management
                believes
                the adoption of this statement will have no impact on the Company's
                financial
                condition or results of operations.
 7
  **INVESTMENTS
                  ASSOCIATES, INC.**
 **(A
                  Development Stage Enterprise)**
 **CONDENSED
                  NOTES TO THE INTERIM FINANCIAL STATEMENTS**
 **June
                  30, 2006**
 In
                May
                2005, the Financial Accounting Standards Board issued Statement of
                Financial
                Accounting Standards No. 154, “Accounting Changes and Error Corrections,”
(hereinafter “SFAS No. 154”) which replaces Accounting Principles Board Opinion
                No. 20, “Accounting Changes”, and SFAS No. 3, “Reporting Accounting Changes in
                Interim Financial Statements - An Amendment of APB Opinion No. 28”. The Company
                does not expect SFAS No. 154 to have a material immediate impact
                on its
                consolidated financial position, results of operations, or cash
                flows.
 
 In
                December 2004, the Financial Accounting Standards Board issued Statement
                of
                Financial Accounting Standards No. 153, “Exchange of Nonmonetary Assets an
                amendment of ARB Opinion No. 29.” This statement addresses the measurement of
                exchanges of nonmonetary assets. The guidance in APB Opinion No.
                29, “Accounting
                for Nonmonetary Transactions,” is based on the principle that exchanges of
                nonmonetary assets should be measured based on the fair value of
                the assets
                exchanged. The guidance in that opinion, however, included certain
                exceptions to
                that principle. This statement amends Opinion 29 to eliminate the
                exception for
                nonmonetary exchanges of similar productive assets and replaces it
                with a
                general exception for exchanges of nonmonetary assets that do not
                have
                commercial substance. A nonmonetary exchange has commercial substance
                if the
                future cash flows of the entity are expected to change significantly
                as a result
                of the exchange. Management believes the adoption of this statement
                will have no
                immediate impact on the financial statements of the Company.
 
 In
                December 2004, the Financial Accounting Standards Board issued to
                Statement of
                Financial Accounting Standards No. 123 (R), “Accounting for Stock Based
                Compensation” (hereinafter “SFAS No. 123R”). This statement supersedes APB
                Opinion No. 25, “Accounting for Stock Issued to Employees,” and its related
                implementation guidance. This statement establishes standards for
                the accounting
                for transactions in which an entity exchanges its equity instruments
                for goods
                or services. It also addresses transactions in which an entity incurs
                liabilities in exchange for goods or services that are based on the
                fair value
                of the entity’s equity instruments or that may be settled by the issuance of
                those equity instruments. This statement focuses primarily on accounting
                for
                transactions in which an entity obtains employee services in share-based
                payment
                transactions. This statement does not change the accounting guidance
                for
                share-based payment transactions with parties other than employees
                provided in
                SFAS No. 123. This statement does not address the accounting for
                employee share
                ownership plans, which are subject to AICPA Statement of Position
                93-6,
“Employers’ Accounting for Employee Stock Ownership Plans.” The Company has
                determined that there was no immediate impact to its financial statements
                from
                the adoption of this statement.
  8
  **INVESTMENTS
                  ASSOCIATES, INC.**
 **(A
                  Development Stage Enterprise)**
 **CONDENSED
                  NOTES TO THE INTERIM FINANCIAL STATEMENTS**
 **June
                  30, 2006**
 In
                November 2004, the Financial Accounting Standards Board issued SFAS
                No. 151, “Inventory Costs— an amendment of ARB No. 43, Chapter 4.”
This statement amends the guidance in ARB No. 43, Chapter 4,
“Inventory Pricing,” to clarify the accounting for abnormal amounts of idle
                facility expense, freight, handling costs, and wasted material (spoilage).
                Paragraph 5 of ARB 43, Chapter 4, previously stated that “. . . under
                some circumstances, items such as idle facility expense, excessive
                spoilage,
                double freight, and rehandling costs may be so abnormal as to require
                treatment
                as current period charges. . . .” This statement requires that those items be
                recognized as current-period charges regardless of whether they meet
                the
                criterion of “so abnormal.” In addition, this statement requires that allocation
                of fixed production overheads to the costs of conversion be based
                on the normal
                capacity of the production facilities. Management does not believe
                the adoption
                of this statement will have any immediate material impact on the
                Company as the
                Company maintains no inventory.
 
 Use
                of
                Estimates
 The
                process of preparing financial statements in conformity with accounting
                principles generally accepted in the United States of America requires
                the use
                of estimates and assumptions regarding certain types of assets, liabilities,
                revenues, and expenses. Such estimates primarily relate to unsettled
                transactions and events as of the date of the financial statements.
                Accordingly,
                upon settlement, actual results may differ from estimated amounts.
 
 
 **NOTE
                3 - LOAN PAYABLE**
 
 During
                the year ended September 30, 2002, an unrelated third party made
                an unsecured,
                non-interest bearing loan to the Company for working capital. The
                loan remains
                unpaid at June 30, 2006 and is due on demand.
 
 
 **NOTE
                4 - RELATED PARTY TRANSACTIONS**
 
 The
                Company maintains a mailing address at the offices of RD Capital,
                Inc. (“RD
                Capital”), an affiliate under common control. At this time, the Company has
                no
                need for an office.
 
 RD
                Capital has assumed responsibility for funding the Company’s limited operations.
                The Company accounts for such proceeds as contributed capital or
                as indebtedness
                to a related party. During the year ended September 30, 2004, RD
                Capital made
                contributions to the Company totaling $6,092. No capital contributions
                were made
                during the year ended September 30, 2005. Through June 30, 2006,
                RD Capital has
                contributed a total of $29,283 on behalf of the stockholders, which
                is included
                in the accompanying financial statements as “additional paid-in capital”. RD
                Capital does not expect to be repaid for its capital contributions
                to the
                Company.
 9
   **INVESTMENTS
                  ASSOCIATES, INC.**
 **(A
                  Development Stage Enterprise)**
 **CONDENSED
                  NOTES TO THE INTERIM FINANCIAL STATEMENTS**
 **June
                  30, 2006**
 At
                June
                30, 2006, the Company owed $24,270 to related parties. This indebtedness
                is
                non-interest bearing, not collateralized and due on demand. During
                the
                nine-month period ended June 30, 2006, RD Capital loaned $13,000
                to the Company.
                During the year ended September 30, 2005, RD Capital loaned $9,000
                to the
                Company. During the year ended September 30, 2001, Strathmore Minerals
                Corp, an
                affiliate corporation under common control, loaned $2,720 to the
                Company.
 
 
 **NOTE
                5 - COMMON STOCK**
 
 During
                the year ended September 30, 1997, the Company issued 1,000,000 shares
                of common
                stock in exchange for services. There have been no issuances of the
                Company’s
                common stock after September 30, 1997.
 
 10
  **PLAN
          OF OPERATIONS**
 
 The
          following discussion of the plan of operations of the Company should be
          read in
          conjunction with the financial statements and the related notes thereto
          included
          elsewhere in this quarterly report for the nine months ended June 30, 2006.
          This
          quarterly report contains certain forward-looking statements and the Company's
          future operation results could differ materially from those discussed
          herein.
 
 We
          intend
          to seek to acquire assets or shares of an entity actively engaged in a
          business
          that generates revenues, in exchange for its securities. We have not identified
          a particular acquisition target and have not entered into any negotiations
          regarding an acquisition. As soon as this registration statement becomes
          effective under Section 12 of the '34 Act, we intend to contact investment
          bankers, corporate financial analysts, attorneys and other investment industry
          professionals through various media. None of our officers, directors, promoters
          or affiliates have engaged in any preliminary contact or discussions with
          any
          representative of any other company regarding the possibility of an acquisition
          or merger with us as of the date of this registration statement.
 
 Depending
          upon the nature of the relevant business opportunity and the applicable
          state
          statutes governing how the transaction is structured, the Company's Board
          of
          Directors expects that it will provide our shareholders with complete disclosure
          documentation concerning a potential business opportunity and the structure
          of
          the proposed business combination prior to consummation. Disclosure is
          expected
          to be in the form of a proxy or information statement, in addition to the
          post-effective amendment.
 
 While
          any
          disclosure must include audited financial statements of the target entity,
          we
          cannot assure you that such audited financial statements will be available.
          As
          part of the negotiation process, the Board of Directors does intend to
          obtain
          certain assurances of value, including statements of assets and liabilities,
          material contracts, accounts receivable statements, or other indicia of
          the
          target entity's condition prior to consummating a transaction, with further
          assurances that an audited statement would be provided prior to execution
          of a
          merger or acquisition agreement. Closing documents will include representations
          that the value of the assets transferred will not materially differ from
          the
          representations included in the closing documents, or the transaction will
          be
          voidable.
 
 Due
          to
          our intent to remain a shell corporation until a merger or acquisition
          candidate
          is identified, it is anticipated that its cash requirements shall be minimal,
          and that all necessary capital, to the extent required, will be provided
          by the
          directors or officers. We do not anticipate that we will have to raise
          capital
          in the next twelve months. We also do not expect to acquire any plant or
          significant equipment.
 
 We
          have
          not and do not intend to enter into, any arrangement, agreement or understanding
          with non-management shareholders allowing non-management shareholders to
          directly or indirectly participate in or influence our management of the
          Company. As a result, management is in a position to elect a majority of
          the
          directors and to control our affairs.
 
 We
          have
          no full time employees. Our President and Secretary have agreed to allocate
          a
          portion of their time to our activities, without compensation. These officers
          anticipate that our business plan can be implemented by their devoting
          approximately five (5) hours each per month to our business affairs and,
          consequently, conflicts of interest may arise with respect to their limited
          time
          commitment. We do not expect any significant changes in the number of employees.
          See "Management."
 
  11
  Our
          officers and directors may become involved with other companies who have
          a
          business purpose similar to ours. As a result, potential conflicts of interest
          may arise in the future. If a conflict does arise and an officer or director
          is
          presented with business opportunities under circumstances where there may
          be a
          doubt as to whether the opportunity should belong to the Company or another
          "blank check" company they are affiliated with, they will disclose the
          opportunity to all the companies. If a situation arises where more than
          one
          company desires to merge with or acquire that target company and the principals
          of the proposed target company have no preference as to which company will
          merge
          with or acquire the target company, the company that first filed a registration
          statement with the Securities and Exchange Commission will be entitled
          to
          proceed with the proposed transaction. See "Risk Factors - Affiliation
          With
          Other "Blank Check" Companies."
 
 General
          Business Plan
 
 Our
          purpose is to seek, investigate and, if investigation warrants, acquire
          an
          interest in business opportunities presented to it by persons or firms
          that
          desire to seek the perceived advantages of an Exchange Act registered
          corporation. We will not restrict our search to any specific business,
          industry,
          or geographical location and we may participate in a business venture of
          virtually any kind or nature. This discussion of the proposed business
          is
          purposefully general and is not meant to restrict our discretion to search
          for
          and enter into potential business opportunities. Management anticipates
          that it
          may be able to participate in only one potential business venture because
          we
          have nominal assets and limited financial resources. This lack of
          diversification should be considered a substantial risk to our shareholders
          because it will not permit us to offset potential losses from one venture
          against gains from another.
 
 We
          may
          seek a business opportunity with entities that have recently commenced
          operations, or that wish to utilize the public marketplace in order to
          raise
          additional capital in order to expand into new products or markets, to
          develop a
          new product or service, or for other corporate purposes. We may acquire
          assets
          and establish wholly owned subsidiaries in various businesses or acquire
          existing businesses as subsidiaries.
 
 We
          anticipate that the selection of a business opportunity will be complex
          and
          extremely risky. Due to general economic conditions, rapid technological
          advances being made in some industries and shortages of available capital,
          management believes that there are numerous firms seeking the perceived
          benefits
          of a publicly registered corporation. The perceived benefits may include
          facilitating or improving the terms for additional equity financing that
          may be
          sought, providing liquidity for incentive stock options or similar benefits
          to
          key employees, providing liquidity (subject to restrictions of applicable
          statutes) for all shareholders and other factors. Potentially, available
          business opportunities may occur in many different industries and at various
          stages of development, all of which will make the task of comparative
          investigation and analysis of these business opportunities extremely difficult
          and complex.
 
 We
          have,
          and will continue to have, no capital to provide the owners of business
          opportunities with any significant cash or other assets. However, management
          believes we will be able to offer owners of acquisition candidates the
          opportunity to acquire a controlling ownership interest in a publicly registered
          company without incurring the cost and time required to conduct an initial
          public offering. The owners of the business opportunities will, however,
          incur
          significant legal and accounting costs in connection with acquisition of
          a
          business opportunity, including the costs of preparing Form 8-K's, 10-KSB's,
          or
          10-QSB's, agreements and related reports and documents. The '34 Act specifically
          requires that any merger or acquisition candidate comply with all applicable
          reporting requirements, which include providing audited financial statements
          to
          be included within the numerous filings relevant to complying with the
          `34 Act.
          Nevertheless, the officers and directors of the Company have not conducted
          market research and are not aware of statistical data that would support
          the
          perceived benefits of a merger or acquisition transaction for the owners
          of a
          business opportunity.
 
  12
  The
          analysis of new business opportunities will be undertaken by our officers
          and
          directors, none of whom is a professional business analyst. Management
          intends
          to concentrate on identifying preliminary prospective business opportunities
          that may be brought to our attention through present associations of our
          officers and directors, or by our shareholders. In analyzing prospective
          business opportunities, management will consider:
 
 -
                the
                    available technical, financial and managerial
                    resources;
 -
                working
                    capital and other financial
                    requirements;
 -
                history
                    of operations, if any;
 -
                prospects
                    for the future;
 -
                nature
                    of present and expected
                    competition;
 -
                the
                    quality and experience of management services that may be available
                    and
                    the depth of that management;
 -
                the
                    potential for further research, development, or
                    exploration;
 -
                specific
                    risk factors not now foreseeable but could be anticipated to
                    impact our
                    proposed activities;
 -
                the
                    potential for growth or expansion;
 -
                the
                    potential for profit;
 -
                the
                    perceived public recognition of acceptance of products, services,
                    or
                    trades;
 -
                name
                    identification; and
 -
                other
                    relevant factors.
 
 Our
          officers and directors expect to meet personally with management and key
          personnel of the business opportunity as part of their "due diligence"
          investigation. To the extent possible, the Company intends to utilize written
          reports and personal investigations to evaluate the above factors. We will
          not
          acquire or merge with any company that cannot provide audited financial
          statements within a reasonable period of time after closing of the proposed
          transaction.
 
 Our
          management, while probably not especially experienced in matters relating
          to the
          prospective new business of the Company, shall rely upon their own efforts
          and,
          to a much lesser extent, the efforts of our shareholders, in accomplishing
          our
          business purposes. We do not anticipate that any outside consultants or
          advisors, except for our legal counsel and accountants, will be utilized
          by us
          to accomplish our business purposes. However, if we do retain an outside
          consultant or advisor, any cash fee will be paid by the prospective
          merger/acquisition candidate, as we have no cash assets. We have no contracts
          or
          agreements with any outside consultants and none are contemplated.
 
 We
          will
          not restrict our search for any specific kind of firms, and may acquire
          a
          venture that is in its preliminary or development stage or is already operating.
          We cannot predict at this time the status of any business in which we may
          become
          engaged, because the business may need to seek additional capital, may
          desire to
          have its shares publicly traded, or may seek other perceived advantages
          that we
          may offer. Furthermore, we do not intend to seek capital to finance the
          operation of any acquired business opportunity until we have successfully
          consummated a merger or acquisition.
 
 We
          anticipate that we will incur nominal expenses in the implementation of
          its
          business plan. Because we has no capital to pay these anticipated expenses,
          present management will pay these charges with their personal funds, as
          interest
          free loans, for a minimum of twelve months from the date of this registration
          statement. If additional funding is necessary, management and or shareholders
          will continue to provide capital or arrange for additional outside funding.
          However, the only opportunity that management has to have these loans repaid
          will be from a prospective merger or acquisition candidate. Management
          has no
          agreements with us that would impede or prevent consummation of a proposed
          transaction. We cannot assure, however, that management will continue to
          provide
          capital indefinitely if a merger candidate cannot be found. If a merger
          candidate cannot be found in a reasonable period of time, management may
          be
          required reconsider its business strategy, which could result in our
          dissolution.
 
  13
  Acquisition
          of Opportunities
 
 In
          implementing a structure for a particular business acquisition, we may
          become a
          party to a merger, consolidation, reorganization, joint venture, or licensing
          agreement with another corporation or entity. It may also acquire stock
          or
          assets of an existing business. On the consummation of a transaction, it
          is
          probable that our present management and shareholders will no longer be
          in
          control. In addition, our directors may, as part of the terms of the acquisition
          transaction, resign and be replaced by new directors without a vote of
          our
          shareholders. Furthermore, management may negotiate or consent to the purchase
          of all or a portion of our stock. Any terms of sale of the shares presently
          held
          by officers and/or directors will be also afforded to all other shareholders
          on
          similar terms and conditions. Any and all sales will only be made in compliance
          with the securities laws of the United States and any applicable
          state.
 
 While
          the
          actual terms of a transaction that management may not be a party to cannot
          be
          predicted, it may be expected that the parties to the business transaction
          will
          find it desirable to avoid the creation of a taxable event and thereby
          structure
          the acquisition in a so-called "tax-free" reorganization under Sections
          368(a)(1) or 351 of the Internal Revenue Code (the "Code"). In order to
          obtain
          tax-free treatment under the Code, it may be necessary for the owners of
          the
          acquired business to own 80% or more of the voting stock of the surviving
          entity. In that event, the shareholders of the Company would retain 20%
          or less
          of the issued and outstanding shares of the surviving entity, which would
          result
          in significant dilution in the equity of the shareholders.
 
 As
          part
          of the "due diligence" investigation, our officers and directors will meet
          personally with management and key personnel, may visit and inspect material
          facilities, obtain independent analysis of verification of certain information
          provided, check references of management and key personnel, and take other
          reasonable investigative measures to the extent of our limited financial
          resources and management expertise. How we will participate in an opportunity
          will depend on the nature of the opportunity, the respective needs and
          desires
          of the parties, the management of the target company and our relative
          negotiation strength.
 
 With
          respect to any merger or acquisition, negotiations with target company
          management are expected to focus on the percentage of our Company that
          the
          target company shareholders would acquire in exchange for all of their
          shareholdings in the target company. Depending upon, among other things,
          the
          target company's assets and liabilities, our shareholders will probably
          hold a
          substantially lesser percentage ownership interest following any merger
          or
          acquisition. The percentage ownership may be subject to significant reduction
          in
          the event we acquire a company with substantial assets. Any merger or
          acquisition effected by us can be expected to have a significant dilutive
          effect
          on the percentage of shares held by our then shareholders.
 
 We
          will
          participate in a business opportunity only after the negotiation and execution
          of appropriate written agreements. Although we cannot predict the terms
          of the
          agreements, generally the agreements will require some specific representations
          and warranties by all of the parties, will specify certain events of default,
          will detail the terms of closing and the conditions that must be satisfied
          by
          each of the parties prior to and after the closing, will outline the manner
          of
          bearing costs, including costs associated with our attorneys and accountants,
          will set forth remedies on default and will include miscellaneous other
          terms.
 
 As
          stated
          previously, we will not acquire or merge with any entity that cannot provide
          independent audited financial statements concurrent with the closing of
          the
          proposed transaction. We are subject to the reporting requirements of the
          '34
          Act. Included in these requirements is our affirmative duty to file independent
          audited financial statements as part of its Form 8-K to be filed with the
          Securities and Exchange Commission upon consummation of a merger or acquisition,
          as well as our audited financial statements included in our annual report
          on
          Form 10-K (or 10-KSB, as applicable) and quarterly reports on Form 10-Q
          (or
          10-QSB, as applicable). If the audited financial statements are not available
          at
          closing, or if the audited financial statements provided do not conform
          to the
          representations made by the candidate to be acquired in the closing documents,
          the closing documents will provide that the proposed transaction will be
          voidable at the discretion of our present management. If the transaction
          is
          voided, the agreement will also contain a provision providing for the
          acquisition entity to reimburse us for all costs associated with the proposed
          transaction.
  14
  Competition
 
 We
          will
          remain an insignificant participant among the firms that engage in the
          acquisition of business opportunities. There are many established venture
          capital and financial concerns that have significantly greater financial
          and
          personnel resources and technical expertise than we do. In view of our
          combined
          extremely limited financial resources and limited management availability,
          we
          will continue to be at a significant competitive disadvantage compared
          to our
          competitors.
 
 **Item
          3 - Controls and Procedures**
 
 **(a)**  **Evaluation
          of disclosure controls and procedures.**
 
 As
          required by Rule 13a-15 under the Securities Exchange Act of 1934, as amended
          (the "Exchange Act"), the Company carried out an evaluation under the
          supervision and with the participation of the Company's management, including
          the President and Chief Executive Officer and the Chief Financial Officer,
          of
          the effectiveness of the Company's disclosure controls and procedures as
          of June
          30, 2006. In designing and evaluating the Company's disclosure controls
          and
          procedures, the Company and its management recognize that there are inherent
          limitations to the effectiveness of any system of disclosure controls and
          procedures, including the possibility of human error and the circumvention
          or
          overriding of the controls and procedures. Accordingly, even effective
          disclosure controls and procedures can only provide reasonable assurance
          of
          achieving their desired control objectives. Additionally, in evaluating
          and
          implementing possible controls and procedures, the Company's management
          was
          required to apply its reasonable judgment. Furthermore, in the course of
          this
          evaluation, management considered certain internal control areas, in which
          we
          have made and are continuing to make changes to improve and enhance controls.
          Based upon the required evaluation, the Chief Executive Officer and the
          Chief
          Financial Officer concluded that as of June 30, 2006, the Company's disclosure
          controls and procedures were effective (at the "reasonable assurance" level
          mentioned above) to ensure that information required to be disclosed by
          the
          Company in the reports it files or submits under the Exchange Act is recorded,
          processed, summarized and reported within the time periods specified in
          the
          Securities and Exchange Commission's rules and forms.
 
 From
          time-to-time, the Company and its management have conducted and will continue
          to
          conduct further reviews and, from time to time put in place additional
          documentation, of the Company's disclosure controls and procedures, as
          well as
          its internal control over financial reporting. The Company may from time
          to time
          make changes aimed at enhancing their effectiveness, as well as changes
          aimed at
          ensuring that the Company's systems evolve with, and meet the needs of,
          the
          Company's business. These changes may include changes necessary or desirable
          to
          address recommendations of the Company's management, its counsel and/or
          its
          independent auditors, including any recommendations of its independent
          auditors
          arising out of their audits and reviews of the Company's financial statements.
          These changes may include changes to the Company's own systems, as well
          as to
          the systems of businesses that the Company has acquired or that the Company
          may
          acquire in the future and will, if made, be intended to enhance the
          effectiveness of the Company's controls and procedures. The Company is
          also
          continually striving to improve its management and operational efficiency
          and
          the Company expects that its efforts in that regard will from time to time
          directly or indirectly affect the Company's disclosure controls and procedures,
          as well as the Company's internal control over financial reporting.
 
 **(b)**  **Changes
          in internal controls.**
 
 There
          were no significant changes in the Company's internal controls or other
          factors
          that could significantly affect the Company's internal controls subsequent
          to
          the date of their evaluation.
 
 
  15
  **PART
          II**
 **OTHER
          INFORMATION**
 
 Item
          1.   LEGAL
          PROCEEDINGS
 
 None
 
 
 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 SECURITY HOLDERS
 
 None
 
 Item
          5   OTHER
          INFORMATION
 
 None
 
 Item
          6   EXHIBITS
          AND REPORTS ON FORM 8-K
 
 (a)
                Exhibits
 
 31.1  Section
          302 Certification of Chief Executive Officer
 31.2  Section
          302 Certification of Chief Financial Officer
 32  Section
          906 Certification
 
 (b)
                  Reports
                      on Form 8-K
 None
  
 16
  **SIGNATURES**
 
 In
          accordance with the requirements of the Exchange Act, the registrant caused
          this
          report to be signed on its behalf by the undersigned, thereunto duly
          authorized.
 
   **INVESTMENT
                    ASSOCIATES, INC.**Date: August
                    14, 2006
                Per:
                /s/Robert
                    HemmerlingRobert
                    Hemmerling,
                  C.F.O.,
                    Secretary, Treasurer and Director
  17