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 July 31, 2005.

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

For the transition period from ________ to _________

Commission File number 0-26853

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

          Florida                           65-0913588
--------------------------------------------------------------------
(State or other jurisdiction of   (IRS Employer Identification No.)
incorporation or organization)

      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  September  14,  2005,  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
                          July 31, 2005

                                                            Page

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

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

         Balance Sheets as of July 31, 2005 (Unaudited)
         And April 30, 2005 (Audited) ....................................3

         Statements of Operations For the Three
         Months Ended July 31, 2005 and 2004 and
         The Period April 15, 1999 (Date of Inception)
         To July 31, 2005 (Unaudited).....................................4

         Statement of Changes in Stockholders' Deficit for the
         Period April 15, 1999 (Date of Inception) to
         July 31, 2005 (Unaudited)........................................5

         Statements Of Cash Flows For the Three
         Months Ended July 31, 2005 and 2004 and
         The Period April 15, 1999 (Date of Inception)
         To July 31, 2005 (Unaudited).....................................6

         Notes To Financial Statements (Unaudited).......................7-8

    Item 2. Management's Plan of Operation................................9

    Item 3. Controls and Procedures.......................................10

Part II: Other Information................................................10

    Item 1. Legal Proceedings.............................................10

    Item 2. Unregistered Sales of Equity Securities and Use of
            Proceeds......................................................10

    Item 3. Defaults Upon Senior Securities...............................10

    Item 4. Submission of Matters to a Vote of Security Holders...........10

    Item 5. Other Information.............................................10

    Item 6. Exhibits and Reports on Form 8-K............................10-11

Signatures................................................................11


<PAGE>

                             PART I
                      FINANCIAL INFORMATION

Item 1.  Financial Statements

                 B.F. ACQUISITION GROUP V, INC.
                  (A DEVELOPMENT STAGE COMPANY)
                         BALANCE SHEETS
                JULY 31, 2005 AND APRIL 30, 2005

<TABLE>
<CAPTION>
                                                                  July 31,      April 30,
                                                                   2005           2005
                                                                (Unaudited)    (Audited)
                                                                -----------    -----------
<S>                                                             <C>            <C>

  ASSETS
Current Assets:
  Cash and cash equivalents                                     $         -    $         -
                                                                -----------    -----------
        Total Current Assets                                              -              -
                                                                -----------    -----------

  Total Assets                                                  $         -    $         -
                                                                ===========    ===========



  LIABILITIES AND STOCKHOLDERS' DEFICIT
Current Liabilities
  Accrued expenses                                              $       631    $     3,827
  Affiliates payable                                                 19,172         10,470
  Loans from stockholders                                               450            450
                                                                -----------    -----------
        Total Current Liabilities                                    20,253         14,747
                                                                -----------    -----------

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 July 31, 2005
     and April 30, 2005                                               1,015          1,015
  Additional paid-in capital                                          7,676          7,676
  Deficit accumulated during the development stage                  (28,944)       (23,438)
                                                                -----------    -----------
                                                                    (20,253)       (14,747)
                                                                -----------    -----------

  Total Liabilities and Stockholders' Deficit                   $         -    $         -
                                                                ===========    ===========
</TABLE>

        (See accompanying notes to financial statements)


                                  3
<PAGE>




                 B.F. ACQUISITION GROUP V, INC.
                  (A DEVELOPMENT STAGE COMPANY)
                    STATEMENTS OF OPERATIONS
        FOR THE THREE MONTHS ENDED JULY 31, 2005 AND 2004
 AND THE PERIOD APRIL 15, 1999 (DATE OF INCEPTION) TO JULY 31, 2005
                           (Unaudited)
<TABLE>
<CAPTION>


                                                      Three Months   Three Months
                                       Cumulative         Ended         Ended
                                         Since           July 31,      July 31,
                                       Inception          2005           2004
                                       -----------    -----------    -----------
<S>                                    <C>            <C>            <C>
REVENUES
  Revenues                             $         -    $         -    $         -

COSTS AND EXPENSES
  General and administrative                28,944          5,506          2,425
                                       -----------    -----------    -----------
     Total costs and expenses               28,944          5,506          2,425
                                       -----------    -----------    -----------

LOSS BEFORE INCOME TAXES                   (28,944)        (5,506)        (2,425)

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

NET LOSS                               $   (28,944)   $    (5,506)   $    (2,425)
                                       ===========    ===========    ===========
BASIC AND DILUTED WEIGHTED AVERAGE
  COMMON SHARES OUTSTANDING                             1,015,000        815,000
                                                      ===========    ===========
BASIC AND DILUTED NET (LOSS) INCOME
  PER COMMON SHARE                                    $     (0.01)   $     (0.00)
                                                      ===========    ===========
</TABLE>

        (See accompanying notes to financial statements)


                                  4
<PAGE>


                         B.F. ACQUISITION GROUP V, INC.
                          (A DEVELOPMENT STAGE COMPANY)
                  STATEMENT OF CHANGES IN STOCKHOLDERS' DEFICIT
       FOR THE PERIOD APRIL 15, 1999 (DATE OF INCEPTION) TO JULY 31, 2005


<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 (Audited)                            1,015,000       1,015       7,676         (23,438)     (14,747)

Net loss for the three months ended July 31, 2005                                                      (5,506)      (5,506)
                                                             ---------    --------   ---------     -----------    ---------
Balance, July 31, 2005 (Unaudited)                           1,015,000    $  1,015   $   7,676     $   (28,944)   $ (20,253)
                                                             ---------    --------   ---------     -----------    ---------
</TABLE>

                (See accompanying notes to financial statements)


                                  5
<PAGE>



                 B.F. ACQUISITION GROUP V, INC.
                  (A DEVELOPMENT STAGE COMPANY)
                    STATEMENTS OF CASH FLOWS
        FOR THE THREE MONTHS ENDED JULY 31, 2005 AND 2004
AND THE PERIOD APRIL 15, 1999 (DATE OF INCEPTION) TO JULY 31, 2005
                           (Unaudited)

<TABLE>
<CAPTION>


                                                                     Three Months   Three Months
                                                       Cumulative       Ended          Ended
                                                         Since         July 31,       July 31,
                                                       Inception         2005           2004
                                                      -----------    -----------    -----------
<S>                                                   <C>            <C>            <C>

Cash Flows From Operating Activities
     Net Loss                                         $   (28,944)   $    (5,506)   $    (2,425)
     Adjustments to reconcile net loss to net cash
        flows used by operating activities
          Stock issued in exchange for services               441              -              -
          Net changes in:
             Increase in prepaid expenses                       -                        (1,000)
             Increase/(decrease) in accrued expenses          631         (3,196)        (2,850)
             Increase in advances due to affiliates        22,422          8,702          6,275
                                                      -----------    -----------    -----------
Net cash used by operating activities                      (5,450)             -              -
                                                      -----------    -----------    -----------

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                                 -              -              -

Cash, Beginning of Period                                       -              -              -
                                                      -----------    -----------    -----------

Cash, End of Period                                   $         -    $         -    $         -
                                                      ===========    ===========    ===========


Supplemental Disclosure of Non-Cash Financing
     Affiliate payable converted to common stock      $     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.  (the
   Company).    These   statements   include   all    adjustments
   (consisting  only  of  normal  recurring  adjustments)   which
   management believes necessary for a 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,  2005
   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, 2005 Annual  Report  on
   Form   10-KSB   should  be  read  in  conjunction   with   the
   accompanying  interim financial statements. Operating  results
   for  the  three months ended July 31, 2005 are not necessarily
   indicative  of the results that may be expected for  the  year
   ending April 30, 2006.

   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.

   Reclassifications
   Certain  reclassifications have been made to the prior  period
   financial  statements to conform to the  presentation  in  the
   current period's financial statements.


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.


                                  7
<PAGE>


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



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 2005 and 2004  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.


                                  8
<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.

     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. Since our inception, we obtained $19,622
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, 2005 and April 30, 2004 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 July 31,  2005  interim  financial
statements.


                                  9
<PAGE>


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

Item 6.  Exhibits and Reports on Form 8-K

(a) Exhibits:

Exhibit No.      Description of Exhibit                 Sequential Page No.

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


                                  10
<PAGE>


     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.

(b) Reports on Form 8-K

     Not Applicable


                           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 Colucci
    -----------------------
    William Colucci, President

Dated: September 14, 2005

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

Dated: September 14, 2005

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

Dated: September 14, 2005


                                  11
<PAGE>