U.S. Securities and Exchange Commission
                        Washington, DC 20549
                             Form 10-QSB

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

    For the quarterly period ended October 31, 2006
                                   ----------------

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE ACT

    For the transition period from ________

                   Commission File number 0-26853

                    BF Acquisition Group V, Inc.
----------------------------------------------------------------------
   (Exact name of small business issuer as specified in its charter)

                             Florida
----------------------------------------------------------------------
    (State or other jurisdiction of incorporation or organization)

                            65-0913588
----------------------------------------------------------------------
                  (IRS Employer Identification No.)

         2501 Turk Boulevard, San Francisco, California 94118
----------------------------------------------------------------------
              (Address of principal executive offices)

                        (415) 831-1974
----------------------------------------------------------------------
                   (Issuer's telephone number)

----------------------------------------------------------------------
       (Former name, former address, and former fiscal year,
                  if changed since last report)

       Check whether the issuer (1) filed all reports required to be
filed by Section 13 or 15(d) of the Exchange Act during the past 12
months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes [X]    No [ ]

       Indicate by check mark whether the registrant is a shell company
(as defined in Rule 12b-2 of the Exchange Act). Yes [X]    No [ ]

                   APPLICABLE ONLY TO CORPORATE ISSUERS

	State the number of shares outstanding of each of the issuer's
classes of common equity, as of the latest practicable date: As of
December 12, 2006, there were approximately 1,015,000 shares of common
stock, $0.001 par value, issued and outstanding.

	Transitional Small Business Disclosure Format (check one):

              Yes [ ]                                 No [X]

<PAGE>

                      BF ACQUISITION GROUP V, INC.

                           Form 10-QSB Index
                           October 31, 2006
                                                                Page

Part I: Financial Information................................... 3

  Item 1. Financial Statements ................................. 3

          Balance Sheets as of October 31, 2006
          And April 30, 2006 (Unaudited)........................ 3

          Statements of Operations For the Six
          Months Ended October 31, 2006 and 2005 and
          For the Period April 15, 1999 (Date of Inception)
          To October 31, 2006 (Unaudited) ...................... 4

          Statements of Changes in Stockholders' Deficit
          for the Period April 15, 1999 (Date of Inception)
          to October 31, 2006 (Unaudited)....................... 5

          Statements Of Cash Flows For the Six
          Months Ended October 31, 2006 and 2005 and
          The Period April 15, 1999 (Date of Inception)
          To October 31, 2006 (Unaudited)....................... 6

          Notes To Financial Statements (Unaudited) ............ 7

   Item 2. Management's Plan of Operation ...................... 8

   Item 3. Controls and Procedures.............................. 9

Part II:   Other Information ................................... 9

   Item 1. Legal Proceedings ................................... 9

   Item 2. Unregistered Sales of Equity Securities and
           Use of Proceeds...................................... 9

   Item 3. Defaults Upon Senior Securities...................... 9

   Item 4. Submission of Matters to a Vote of Security
           Holders.............................................. 9

   Item 5. Other Information ................................... 9

   Item 6. Exhibits............................................. 10

Signatures ..................................................... 10



                                 2
<PAGE>

                               PART I
                       FINANCIAL INFORMATION

Item 1.  Financial Statements


                    BF ACQUISITION GROUP V, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                           BALANCE SHEETS
                 OCTOBER 31, 2006 AND APRIL 30, 2006

<TABLE>
<CAPTION>
                                          Oct 31, 06    Apr 30, 06
                                         -----------    ----------
                                         (Unaudited)     (Audited)
<S>                                      <C>            <C>
ASSETS
  Current Assets:
    Cash and Cash Equivalents            $        66    $       66
                                         -----------    ----------
TOTAL ASSETS                             $        66    $       66
                                         ===========    ==========

LIABILITIES & STOCKHOLDERS' DEFICIT
  Current Liabilities
    Accrued Expenses                     $     2,074    $      631
    Affiliates Payable                        35,148        33,648
    Loans from Stockholders                      450           450
                                         -----------    ----------
    Total Current Liabilities                 37,672        34,729
                                         -----------    ----------

  Stockholders' Deficit
    Preferred stock, no par value;
      5,000,000 shares authorized,
      no shares issued and outstanding             -             -
    Common stock, $.001 par value;
      50,000,000 shares authorized,
      1,015,000 shares issued and
      outstanding at October 31, 2006
      and April 30, 2006                       1,015         1,015
    Additional paid-in capital                 7,676         7,676
    Deficit accumulated during the
      development stage                      (46,297)      (43,354)
                                         -----------    ----------
                                             (37,606)      (34,663)
                                         -----------    ----------
TOTAL LIABILITIES & STOCKHOLDERS'
DEFICIT                                  $        66    $       66
                                         ===========    ==========
</TABLE>


           (See accompanying notes to financial statements)


                                 3
<PAGE>

                    BF ACQUISITION GROUP V, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                     STATEMENTS OF OPERATIONS
          FOR THE SIX MONTHS ENDED OCTOBER 31, 2006 AND 2005
 AND FOR THE PERIOD APRIL 15, 1999 (DATE OF INCEPTION) TO OCTOBER 31, 2006
                             (UNAUDITED)

<TABLE>
<CAPTION>
                                Cumulative    Three Months      Three Months       Six Months         Six Months
                                  Since           Ended             Ended             Ended              Ended
                                Inception   October 31, 2006  October 31, 2005   October 31, 2006   October 31, 2005
                                ----------  ----------------  ----------------   ----------------   ----------------
<S>                             <C>         <C>               <C>                <C>                <C>

REVENUES
  Revenues                      $        -      $       -         $       -          $       -          $       -

COSTS AND EXPENSES
  General and Administrative       (46,297)             -             2,255              2,943              7,761
                                ----------      ---------         ---------          ---------          ---------
    Total costs and expenses       (46,297)             -             2,255              2,943              7,761
                                ----------      ---------         ---------          ---------          ---------

LOSS BEFORE INCOME TAXES           (46,297)             -            (2,255)            (2,943)            (7,761)

INCOME TAXES                             -              -                 -                  -                  -
                                ----------      ---------         ---------          ---------          ---------

NET LOSS                        $  (46,297)     $       -         $  (2,255)         $  (2,943)         $  (7,761)
                                ==========      =========         =========          =========          =========

BASIC AND DILUTED WEIGHTED
  AVERAGE COMMON SHARES
  OUTSTANDING                                   1,015,000         1,015,000          1,015,000          1,015,000
                                                =========         =========          =========          =========

BASIC AND DILUTED NET (LOSS)
  INCOME PER COMMON SHARE                       $       -         $   (0.00)         $   (0.00)         $   (0.01)
                                                =========         =========          =========          =========
</TABLE>

           (See accompanying notes to financial statements)


                                 4
<PAGE>

                    BF ACQUISITION GROUP V, INC.
                   (A DEVELOPMENT STAGE COMPANY)
          STATEMENTS OF CHANGES IN STOCKHOLDERS' DEFICIT
   FOR THE PERIOD APRIL 15, 1999 (DATE OF INCEPTION) TO OCTOBER 31, 2006
                             (UNAUDITED)

<TABLE>
<CAPTION>

                                                                              Deficit
                                                                            Accumulated
                                               Common Stock    Additional   During the
                                          Number of             Paid In     Development
                                           Shares      Amount   Capital        Stage        Total
                                          ---------    ------  ----------   -----------   ----------
<S>                                       <C>          <C>     <C>          <C>           <C>
Issuance of initial 510,000 shares on
  April 15, 1999                            510,000       510         490             -        1,000

Issuance of shares of common stock in
  exchange for services                     190,000       190         182             -          372

Net loss                                                                           (372)        (372)
                                          ---------    ------  ----------   -----------   ----------
Balance, April 30, 1999                     700,000       700         672          (372)       1,000

Issuance of shares of common stock           60,000        60       2,940             -        3,000
Issuance of shares of common stock
  in exchange for services                   35,000        35          34             -           69

Net loss                                                                         (3,637)      (3,637)
                                          ---------    ------  ----------   -----------   ----------
Balance, April 30, 2000                     795,000       795       3,646        (4,009)         432

Issuance of shares of common stock           20,000        20         980             -        1,000

Net loss                                                                         (2,978)      (2,978)
                                          ---------    ------  ----------   -----------   ----------
Balance, April 30, 2001                     815,000       815       4,626        (6,987)      (1,546)

Net loss                                                                         (3,123)      (3,123)
                                          ---------    ------  ----------   -----------   ----------
Balance, April 30, 2002                     815,000       815       4,626       (10,110)      (4,669)

Net loss                                                                         (3,105)      (3,105)
                                          ---------    ------  ----------   -----------   ----------
Balance, April 30, 2003                     815,000       815       4,626       (13,215)      (7,774)

Net income                                                                        2,143        2,143
                                          ---------    ------  ----------   -----------   ----------
Balance, April 30, 2004                     815,000       815       4,626       (11,072)      (5,631)

Affiliate payables converted into
  common stock                              200,000       200       3,050             -        3,250

Net loss                                                                        (12,366)     (12,366)
                                          ---------    ------  ----------   -----------   ----------
Balance, April 30, 2005                   1,015,000     1,015       7,676       (23,438)     (14,747)

Net loss                                                                        (19,916)     (19,916)

Balance, April 30, 2006 (Audited)         1,015,000     1,015       7,676       (43,354)     (34,663)
                                          ---------    ------  ----------   -----------   ----------

Net loss                                                                         (2,943)      (2,943)
                                          ---------    ------  ----------   -----------   ----------

Balance, October 31, 2006 (Unaudited)     1,015,000    $1,015  $    7,676   $   (46,297)  $  (37,606)
                                          =========    ======  ==========   ===========   ==========
</TABLE>





           (See accompanying notes to financial statements)


                                 5
<PAGE>

                    BF ACQUISITION GROUP V, INC.
                   (A DEVELOPMENT STAGE COMPANY)
                     STATEMENTS OF CASH FLOWS
          FOR THE SIX MONTHS ENDED OCTOBER 31, 2006 AND 2005
 AND FOR THE PERIOD APRIL 15, 1999 (DATE OF INCEPTION) TO OCTOBER 31, 2006
                             (UNAUDITED)

<TABLE>
<CAPTION>
                                                 Cumulative      Six Months       Six Months
                                                   Since            Ended            Ended
                                                 Inception     October 31, 2006  October 31, 2005
                                                 ----------    ----------------  ----------------
<S>                                              <C>           <C>               <C>
Cash Flows From Operating Activities
  Net Loss                                          (46,297)         (2,943)            (7,761)
  Adjustments to reconcile net loss to
    net cash flows used by operating activities
  Stock issued in exchange for services                 441               -                  -
  Net changes in:
    (Increase) / decrease in receivables                  -               -                  -
    Increase / (decrease) in accrued expenses         2,074           1,443             (1,196)
    Increase / (decrease) in advances due to
      affiliates                                     38,398           1,500              8,957
                                                 ----------      ----------         ----------
Net cash used by operating activites                 (5,384)              -                  -

Cash Flows From Financing Activities
  Proceeds from issuance of common stock              5,000               -                  -
  Loans from stockholders                               450               -                  -
                                                 ----------      ----------         ----------
Net cash provided by financing activities             5,450               -                  -

Net Increase (Decrease) in Cash and Cash
  Equivalents                                            66               -                  -

Cash and Cash Equivalents, Beginning of Period            -              66                  -
                                                 ----------      ----------         ----------
Cash and Cash Equivalents, End of Period         $       66      $       66         $        -
                                                 ==========      ==========         ==========
Supplemental Disclosure of Non-Cash Financing
  200,000 shares of common stock issued in
  exchange for repayment towards affiliate
  payable
    Common Stock                                 $      200                         $        -
    Additional paid-in-capital                        3,050                                  -
                                                 ----------                         ----------
    Due to affiliate repayment                   $   (3,250)                        $        -
                                                 ==========                         ==========
</TABLE>

           (See accompanying notes to financial statements)


                                 6
<PAGE>

                    BF ACQUISITION GROUP V, INC.
                    NOTES TO FINANCIAL STATEMENTS
                            (UNAUDITED)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

ORGANIZATION

BF Acquisition Group V, Inc. (the "Company") is a development stage
company organized in Florida on April 15, 1999 as a "shell" company,
which looks for suitable business partners or acquisition candidates
to merge with or acquire. Operations have consisted primarily of
obtaining the initial capital contribution by the founding
shareholders and coordination of activities regarding the SEC
registration of the Company.

BASIS OF PRESENTATIONS

The accompanying unaudited condensed financial statements have been
prepared by BF Acquisition Group V, Inc. These statements include all
adjustments (consisting only of normal recurring adjustments) which
management believes necessary for fair presentation of the statements
and have been prepared on  a  consistent basis using the accounting
policies described in the summary of Accounting Policies included in
the Company's April 30, 2006 Annual Report on Form 10-KSB. Certain
financial information and footnote disclosures normally included in
the financial statements prepared in accordance with U.S. generally
accepted accounting principles have been condensed or omitted pursuant
to such rules and regulations, although the Company believes that the
accompanying disclosures are adequate to make the information
presented not misleading. The Notes to Financial Statements in the
April 30, 2006 Annual Report on Form 10-KSB should be read in
conjunction with the accompanying interim financial statements.
Operating results for the six months ended October 31, 2006 are not
necessarily indicative of the results that may be expected for the
year ending April 30, 2007.

USE OF ESTIMATES

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


NOTE 2 - GOING CONCERN

The accompanying financial statements have been prepared assuming that
the Company will continue as a going concern. The Company has incurred
losses from activities during the development stage and has  a
deficiency in working capital. These conditions raise substantial
doubt about the Company's ability to continue as a going concern. The
ability of the Company to continue as a going concern is dependent on
the Company's ability to raise additional capital and implement its
business plan. The financial statements do not include any adjustments
that might result from the outcome of this uncertainty.


NOTE 3 - PAYABLE TO AFFILIATES

Universal Capital Management, Inc., related to the Company by common
shareholders and management personnel, had provided cash advances for
operating expenses of  the Company. Currently, such loans are
unsecured and without specified redemption date.


NOTE 4 - INCOME TAXES

There is no provision for income taxes for 2006 and 2005 due to the
availability of net operating loss carryforwards for which the Company
had previously established a 100% valuation allowance for deferred tax
assets due to the uncertainty of their recoverability.



                                 7
<PAGE>



Item 2.  Management's Plan of Operation.

                            Overview

    The following discussion "Management's Plan of Operation"
contains forward-looking statements. The words "anticipate,"
"believe," "expect," "plan," "intend," "estimate," "project," "will,"
"could," "may" and similar expressions are intended to identify
forward-looking statements. Such statements reflect our current views
with respect to future events and financial performance and involve
risks and uncertainties. Should one or more risks or uncertainties
occur, or should underlying assumptions prove incorrect, actual
results may vary materially and adversely from those anticipated,
believed, expected, planned, intended, estimated, projected or
otherwise indicated. We caution you not to place undue reliance on
these forward-looking statements, which we have made as of the date of
this Quarterly Report on Form 10-QSB.

    The following is qualified by reference to, and should be read in
conjunction with our financial statements ("Financial Statements"),
and the notes thereto, included elsewhere in this Form 10-QSB, as well
as the discussion hereunder "Management's Plan of Operation".

                        Plan Of Operation

     During the period covered by this report, BF Acquisition Group V,
Inc. (the "Company") conducted no business operations and generated no
revenue.

     Our Company was initially organized as a "shell" company, with
plans to seek business partners or acquisition candidates; however,
due to capital constraints, we were unable to continue with our
business plan. In March 2001, we ultimately ceased our business
activities and became dormant, whereby we incurred only minimal
administrative expenses.  We re-established our business plan in 2004
and our management is devoting most of its efforts to general business
planning, raising capital, and developing business opportunities.

     As described above, we became dormant for a period of time due to
the lack of capital. During that dormant period we incurred a loss
from operations, and presently do not have any revenues to cover our
incurred expenses. Our management recognizes that we must generate
additional resources to enable us to pay our obligations as they come
due, and that we must ultimately implement our business plan and
achieve profitable operations.  We cannot assure you that we will be
successful in any of these activities. Should any of these events not
occur, our financial condition will be materially adversely affected.


                                 8
<PAGE>


     Until we obtain business partners or acquisition candidates, our
Company does not expect to meet its current capital requirements for
the next twelve months. Additionally, we cannot assure you that if we
obtain business partners or acquisition candidates that we will meet
our current capital requirements for the next twelve months. We
obtained $35,598 in affiliate cash advances and loans to meet our
current capital requirements, but we cannot assure you that we can
obtain additional cash advances or loans for any amount in the future.
Our independent auditors have indicated in their audit opinion for the
year ended April 30, 2006 that certain factors raise substantial doubt
about our ability to continue as a going concern, and these continuing
factors are discussed in note 2 to our accompanying October 31, 2006
interim financial statements.

Item 3.  Controls and Procedures.

     As of the end of the period covered by this report, an evaluation
was performed under the supervision and with the participation of the
Company's principal executive officers and financial officers of the
effectiveness of the design and operation of the Company's disclosure
controls and procedures (as such term is defined in Rules 13a-15(e)
and 15d-15(e) under the Exchange Act) as of the end of the period
covered by this report. The evaluation revealed to the Company's
principal executive officers and financial officers that the design
and operation of the Company's disclosure controls and procedures were
effective as of the end of the period covered by this report.

     There have been no significant changes in the Company's internal
controls and in other factors that could significantly affect internal
controls subsequent to the date of the above-described evaluation
period.

                             PART II
                        OTHER INFORMATION

Item 1.  Legal Proceedings

	Not Applicable

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

	Not Applicable

Item 3.  Defaults Upon Senior Securities

	Not Applicable

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

	Not Applicable

Item 5.  Other Information

	Not Applicable


                                 9
<PAGE>

Item 6.  Exhibits

(a) Exhibits:

Exhibit No.   Description of Exhibit

(31)
   31.1       Certification of the President of BF Acquisition Group
              V, Inc. pursuant to Section 302 of the Sarbanes-Oxley
              Act of 2002.

   31.2       Certification of the Treasurer of BF Acquisition Group
              V, Inc. pursuant to Section 302 of the Sarbanes-Oxley
              Act of 2002.
(32)
   32.1       Certification of the President of BF Acquisition Group
              V, Inc. pursuant to Section 906 of the Sarbanes-Oxley
              Act of 2002.

   32.2       Certification of the Treasurer of BF Acquisition Group
              V, Inc. pursuant to Section 906 of the Sarbanes-Oxley
              Act of 2002.


                           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.

BF ACQUISITION GROUP V, INC.


Registrant

By: /s/ William R. Colucci
   --------------------------------
   William R. Colucci, President

Dated: December 12, 2006

By: /s/ William R. Colucci
   --------------------------------
   William R. Colucci, President

Dated: December 12, 2006

By: /s/ William R. Colucci
   --------------------------------
   William R. Colucci, Treasurer

Dated: December 12, 2006




                                 10
<PAGE>