----

----

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**U.S.      Securities and Exchange Commission**

**Washington,      D.C. 20549**

----

**FORM      10-QSB**

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| [X] | Quarterly                Report Under Section 13 or 15(d) of The Securities Exchange Act of                1934                for the Quarterly Period Ended **March                31, 2005** |
|-----|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| [                ] | Transition                Report Under Section 13 or 15(d) of The Securities Exchange Act of                1934                for the Transition Period from _______ to                _______ |
|--------------------|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

**DARK      DYNAMITE, INC. **

| **Nevada**                                       | **65-1021346**                                     |
|--------------------------------------------------|----------------------------------------------------|
| (State                  or other jurisdiction of | (IRS                  Employer Identification No.) |
| incorporation                  or organization)  |                                               |

**63      West 100 South, 2nd FL Studio, Salt Lake City, Utah      84101**

**(801)      746-3435**

|   | Yes                [x] |   |   | No                [ ] |
|--------|------------------------|--------|--------|-----------------------|

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----

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| **TABLE                  OF CONTENTS**                                                              |   |
|-----------------------------------------------------------------------------------------------------|--------|
|                                                                                                |   |
| **PART                  I. FINANCIAL INFORMATION**                                                  |   |
|                                                                                                |   |
|                                                                                                |   |
|                                                                                                |   |
| ITEM                  1. FINANCIAL STATEMENTS                                                       | 3      |
|                                                                                                |   |
| ITEM                  2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF                  OPERATION | 4      |
|                                                                                                |   |
| ITEM                  3 CONTROLS AND PROCEDURES                                                     | 8      |
|                                                                                                |   |
| **PART                  II. OTHER INFORMATION**                                                     |   |
|                                                                                                |   |
| ITEM                  1. LEGAL PROCEEDINGS                                                          | 8      |
|                                                                                                |   |
| ITEM                  2. CHANGES IN SECURITIES AND USE OF PROCEEDS                                  | 9      |
|                                                                                                |   |
| ITEM                  5. OTHER INFORMATION                                                          | 9      |
|                                                                                                |   |
| ITEM                  6. EXHIBITS AND REPORTS ON FORM 8-K                                           | 10     |
|                                                                                                |   |
| SIGNATURES                                                                                          | 10     |
|                                                                                                |   |
| INDEX                  TO EXHIBITS                                                                  | 11     |
|                                                                                                |   |

----

**ITEM      1.**
**FINANCIAL      STATEMENTS**

**THIS      SPACE HAS BEEN INTENTIONALLY LEFT BLANK**

----

| **DARK                    DYNAMITE, INC. AND SUBSIDARY**                             |
|--------------------------------------------------------------------------------------|
| **Consolidated                    Balance Sheets**                                   |
| **As                    of March 31, 2005 and December 31,                    2004** |

|                                                                                                                  |   |                         |    |                            |   |
|-----------------------------------------------------------------------------------------------------------------------|--------|------------------------------|---------|---------------------------------|--------|
|                                                                                                                  |   | **March,                31** |    | **December                31,** |   |
|                                                                                                                  |   | **2005**                     |    | **2004**                        |   |
|                                                                                                                  |   | (Unaudited)                  |    |                            |   |
|                                                                                                                  |   |                         |    |                            |   |
| CURRENT                ASSETS                                                                                         |   |                         |    |                            |   |
| Cash                                                                                                                  |   | $                            | 12,362  |                            | $      | 71,899 |   |
| Advances                                                                                                              |   |                         | (10,109 | )                               |   | - |   |
| Inventory                                                                                                             |   |                         | 40,985  |                            |   | 21,546 |   |
| Pre-paid                Expenses                                                                                      |   |                         | 3,117   |                            |   | 2,205 |   |
| TOTAL                CURRENT ASSETS                                                                                   |   |                         | 46,355  |                            |   | 95,650 |   |
|                                                                                                                  |   |                         |    |                            |   |   |   |
| FIXED                ASSETS                                                                                           |   |                         |    |                            |   |   |   |
| Furniture                and fixtures                                                                                 |   |                         | 172,464 |                            |   | 154,089 |   |
| TOTAL                FIXED ASSETS                                                                                     |   |                         | 172,464 |                            |   | 154,089 |   |
| Accumulated                Depreciation                                                                               |   |                         | (12,893 | )                               |   | (6,311 | ) |
| NET                FIXED ASSETS                                                                                       |   |                         | 159,571 |                            |   | 147,778 |   |
|                                                                                                                  |   |                         |    |                            |   |   |   |
| DEPOSITS                                                                                                              |   |                         |    |                            |   |   |   |
| Deposits                                                                                                              |   |                         | 1,798   |                            |   | - |   |
| TOTAL                DEPOSITS                                                                                         |   |                         | 1,798   |                            |   | - |   |
|                                                                                                                  |   |                         |    |                            |   |   |   |
| INTANGABLE                ASSETS                                                                                      |   |                         |    |                            |   |   |   |
| Trademarks                                                                                                            |   |                         | 1,380   |                            |   | 1,380 |   |
| TOTAL                INTANGABLE ASSETS                                                                                |   |                         | 1,380   |                            |   | 1,380 |   |
|                                                                                                                  |   |                         |    |                            |   |   |   |
| TOTAL                ASSETS                                                                                           |   | $                            | 209,104 |                            |   | 244,808 |   |
|                                                                                                                  |   |                         |    |                            |   |   |   |
|                                                                                                                  |   |                         |    |                            |   |   |   |
| The                accompanying notes are an integral part of these consolidated financial                statements. |
|                                                                                                                  |
|                                                                                                                  |

----

| **DARK                DYNAMITE, INC. AND SUBSIDARY**                                                                                                                                                                                                               |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|
| **Consolidated                Balance Sheets**                                                                                                                                                                                                                     |   |
| **As                of March 31, 2005 and December 31, 2004**                                                                                                                                                                                                      |   |
|                                                                                                                                                                                                                                                               |   |   |   |   |   |
|                                                                                                                                                                                                                                                               |   |   |   |   |   |
|                                                                                                                                                                                                                                                               |   | **March,                31** |   | **December                31,** |   |
|                                                                                                                                                                                                                                                               |   | **2005** |   | **2004** |   |
|                                                                                                                                                                                                                                                               |   | (Unaudited) |   |   |   |
|                                                                                                                                                                                                                                                               |   |   |   |   |   |
| CURRENT                LIABILITIES                                                                                                                                                                                                                                 |   |   |   |   |   |
| Accounts                payable                                                                                                                                                                                                                                    |   | $ | 280,202 |   | $ | 294,792 |   |
| TOTAL                CURRENT LIABILITIES                                                                                                                                                                                                                           |   |   | 280,202 |   |   | 294,792 |   |
|                                                                                                                                                                                                                                                               |   |   |   |   |   |   |   |
| STOCKHOLDERS'                (DEFICIT)                                                                                                                                                                                                                             |   |   |   |   |   |   |   |
| Preferred                Series A stock ($0.01 par value, 5,000,000 shares authorized; 5,000,000                shares issued and outstanding                                                                                                                      |   |   | 50,000 |   |   | 50,000 |   |
| Common                stock $0.0001 par value, 5,000,000 shares authorized; 1,660,839 and                52,339                shares outstanding at March 31, 2005 and December 31, 2004 respectively                (post reverse splits through March 28, 2005) |   |   | 166 |   |   | 52 |   |
| Additional                paid in capital                                                                                                                                                                                                                          |   |   | 13,508,007 |   |   | 13,174,037 |   |
| Stock                Subscriptions Receivable                                                                                                                                                                                                                      |   |   | (20,659 | ) |   | (39,750 | ) |
| Retained                (deficit)                                                                                                                                                                                                                                  |   |   | (13,608,612 | ) |   | (13,234,323 | ) |
| TOTAL                STOCKHOLDERS' (DEFICIT)                                                                                                                                                                                                                       |   |   | (71,098 | ) |   | (49,984 | ) |
|                                                                                                                                                                                                                                                               |   |   |   |   |   |   |   |
| TOTAL                LIABILITIES AND STOCKHOLDERS' EQUITY                                                                                                                                                                                                          |   | $ | 209,104 |   | $ | 244,808 |   |
|                                                                                                                                                                                                                                                               |   |   |   |   |   |   |   |
|                                                                                                                                                                                                                                                               |   |   |   |   |   |   |   |
| The                accompanying notes are an integral part of these consolidated financial                statements.                                                                                                                                              |

----

| **DARK                DYNAMITE, INC. AND SUBSIDARY**                                                    |   |
|---------------------------------------------------------------------------------------------------------|--------|
| **Consolidated                Statements of Operations and**                                            |   |
| **Other                Comprehensive Income (Loss)**                                                    |   |
|                                                                                                    |   |   |   |   |   |
|                                                                                                    |   | Three                Months Ended |   |
|                                                                                                    |   | March                31, |   | March                31, |   |
|                                                                                                    |   | 2005 |   | 2004 |   |
|                                                                                                    |   | (Unaudited) |   | (Unaudited) |   |
|                                                                                                    |   |   |   |   |   |
| REVENUE                                                                                                 |   |   |   |   |   |
| Sales                                                                                                   |   | $ | 39,486 |   | $ | - |   |
| TOTAL                REVENUE                                                                            |   |   | 39,486 |   |   | - |   |
|                                                                                                    |   |   |   |   |   |   |   |
| COST                OF REVENUE                                                                          |   |   |   |   |   |   |   |
| Cost                of Sales                                                                            |   |   | 14,953 |   |   | - |   |
| Coupons                                                                                                 |   |   | 1,445 |   |   | - |   |
| Discounts                                                                                               |   |   | 148 |   |   | - |   |
| TOTAL                COST OF REVENUE                                                                    |   |   | 16,546 |   |   | - |   |
|                                                                                                    |   |   |   |   |   |   |   |
| GROSS                PROFIT                                                                             |   |   | 22,940 |   |   | - |   |
|                                                                                                    |   |   |   |   |   |   |   |
| EXPENSES                                                                                                |   |   |  |   |   |  |   |
| Selling,                general and administrative                                                      |   |   | 415,751 |   |   | 36,412 |   |
| TOTAL                EXPENSES                                                                           |   |   | 415,751 |   |   | 36,412 |   |
|                                                                                                    |   |   |   |   |   |   |   |
| OPERATING                LOSS                                                                           |   | $ | (392,811 | ) | $ | (36,412 | ) |
|                                                                                                    |   |   |   |   |   |   |   |
| OTHER                INCOME (EXPENSE)                                                                   |   |   |   |   |   |   |   |
| Interest                expense                                                                         |   |   | (4 | ) |   | - |   |
| Interest                Income                                                                          |   |   | 7 |   |   | - |   |
| Miscellaneous                Income                                                                     |   |   | 18,369 |   |   | - |   |
| Gain                (loss) from impairment of goodwill                                                  |   |   | - |   |   | (3,490,000 | ) |
| TOTAL                OTHER INCOME                                                                       |   |   | 18,372 |   |   | - |   |
|                                                                                                    |   |   |   |   |   |   |   |
| NET                LOSS                                                                                 |   | $ | (374,439 | ) | $ | (3,526,412 | ) |
|                                                                                                    |   |   |   |   |   |   |   |
|                                                                                                    |   |   |   |   |   |   |   |
|                                                                                                    |   |   |   |   |   |   |   |
| Net                loss per weighted average common                shares outstanding                   |   | $ | (0.0001 | ) | $ | (0.4180 | ) |
| Weighted                average shares outstanding - basic                and diluted                   |   |   | 4,798,016,360 |   |   | 8,435,608 |   |
|                                                                                                    |   |   |   |   |   |   |   |
| (Weighted                average shares outstanding have been adjusted                retroactively     |
| to                reflect reverse stock split on March 28, 2005 for quarter                ended        |   |   |   |
| March                31, 2005 and November 17, 2004 and March 28, 2005 for quarter                ended |
| March                31, 2004)                                                                          |   |   |   |   |   |   |   |
|                                                                                                    |   |   |   |   |   |   |   |

----

| **DARK                  DYNAMITE, INC. AND SUBSIDARY**              |   |
|---------------------------------------------------------------------|--------|
| **STATEMENT                  OF STOCKHOLDERS' EQUITY (DEFICIT)**    |   |
| **FOR                  THE YEAR ENDED DECEMBER 31, 2004**           |   |
|                                                                |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |
|                                                                |   |   |   |   |   |   |   |   |   | Additional |   | Stock |   |   |   |
|                                                                |   | Common                  Stock |   | Preferred                  Stock |   | Paid-in |   | Subscriptions |   | Retained |   |
|                                                                |   | Shares |   | Amount |   | Shares |   | Amount |   | Capital |   | Receivable |   | Deficit |   |
| Balances,                  January 1, 2004                          |   |   | 1 |   | $ | - |   |   | 1,254,857 |   | $ | 125,486 |   | $ | 8,430,470 |   | $ | - |   | $ | (8,738,028 | ) |
| Common                  stock issuances for past services           |   |   | 429 |   |   | - |   |   | - |   |   | - |   |   | 198,587 |   |   | - |   |   | - |   |
| Common                  stock issuance for acquisition              |   |   | 35 |   |   | 0 |   |   | - |   |   | - |   |   | 3,500,000 |   |   | - |   |   | - |   |
| Issuance                  of options to former officer for services |   |   | - |   |   | - |   |   | - |   |   | - |   |   | 9,808 |   |   | - |   |   | - |   |
| Issuance                  of options to outside consultants         |   |   | 51,660 |   |   | 52 |   |   | - |   |   | - |   |   | 185,584 |   |   | (39,750 | ) |   | - |   |
| Issue                  common stock for option exercise             |   |   | - |   |   | 0 |   |   | - |   |   | - |   |   | 123,168 |   |   | - |   |   | - |   |
| Issue                  common stock for subscription receivable     |   |   | - |   |   | - |   |   | - |   |   | - |   |   | - |   |   | (5,363 | ) |   |   |   |
| Cancellation                  of certificates/services not rendered |   |   | (1 | ) |   | (0 | ) |   | - |   |   | - |   |   | (19,650 | ) |   | 5,363 |   |   | - |   |
| Issuance                  of common shares to outside consultants   |   |   | 14 |   |   | 0 |   |   | - |   |   | - |   |   | 289,517 |   |   | - |   |   | - |   |
| Fair                  value of options issued for past services     |   |   | - |   |   | - |   |   | - |   |   | - |   |   | 37,202 |   |   | - |   |   | - |   |
|                                                                |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |   |

----

| **DARK                    DYNAMITE, INC. AND SUBSIDARY**                       |
|--------------------------------------------------------------------------------|
| **STATEMENT                    OF STOCKHOLDERS' EQUITY (DEFICIT)**             |
| **FOR                    THE YEAR ENDED DECEMBER 31,                    2004** |

| Intrinsic                    value of options issued to employees                 |   |   | -      |   |   | -      |   |   | -         |   |   | -        |   |   | 161,103 |   |   | -      |   |   | -      |   |
|-----------------------------------------------------------------------------------|--------|--------|--------|--------|--------|--------|--------|--------|-----------|--------|--------|----------|--------|--------|---------|--------|--------|--------|--------|--------|--------|--------|
| Restricted                    common stock issued to E. Roberts for past services |   |   | 200    |   |   | 0      |   |   | -         |   |   | -        |   |   | 4       |   |   | -      |   |   | -      |   |
| Proceeds                    from option stock applied to A/P - T Hall             |   |   | -      |   |   | -      |   |   | -         |   |   | -        |   |   | 3,026   |   |   | -      |   |   | -      |   |
| Proceeds                    from option stock applied to A/P - M Golightly        |   |   | -      |   |   | -      |   |   | -         |   |   | -        |   |   | 2,557   |   |   | -      |   |   | -      |   |
| Preferred                    stock par value changed from $0.10 to $0.01          |   |   | -      |   |   | -      |   |   | -         |   |   | (112,937 | )      |   | 112,937 |   |   | -      |   |   | -      |   |
| Value                    of options issued by Black Scholes method                |   |   | -      |   |   | -      |   |   | -         |   |   | -        |   |   | 131,837 |   |   | -      |   |   | -      |   |
| Option                    shares sales proceeds applied to A/P, Mike Golightly    |   |   | -      |   |   | -      |   |   | -         |   |   | -        |   |   | 4,664   |   |   | -      |   |   | -      |   |
| Granted                    3 million options to Mike Golightly                    |   |   | -      |   |   | -      |   |   | -         |   |   | -        |   |   | 3,222   |   |   | -      |   |   | -      |   |
| Preferred                    stock issued to R. Surber for services               |   |   | -      |   |   | -      |   |   | 3,745,143 |   |   | 37,451   |   |   | -       |   |   | -      |   |   | -      |   |
|                                                                              |   |   |   |   |   |   |   |   |      |   |   |     |   |   |    |   |   |   |   |   |   |   |

----

| **DARK                      DYNAMITE, INC. AND SUBSIDARY**                         |
|------------------------------------------------------------------------------------|
| **STATEMENT                      OF STOCKHOLDERS' EQUITY (DEFICIT)**               |
| **FOR                      THE YEAR ENDED DECEMBER 31,                      2004** |

| Adjust                    for retroactive effect of common stock par value change from                    0.001 to                    0.0001 in December 2004 |   |   | -      |   |   | (47 | )      |   | -         |   |   | -      |   |   | 47         |   |   | -       |   |   | -           |   |
|---------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------|--------|--------|--------|-----|--------|--------|-----------|--------|--------|--------|--------|--------|------------|--------|--------|---------|--------|--------|-------------|--------|
| Net                    consolidated loss for the year ended December 31, 2004                                                                                 |   |   | -      |   |   | -   |   |   | -         |   |   | -      |   |   | -          |   |   | -       |   |   | (4,496,295  | )      |
| Balances,                    December 31, 2004                                                                                                                |   |   | 52,339 |   |   | 5   |   |   | 5,000,000 |   |   | 50,000 |   |   | 13,174,084 |   |   | (39,750 | )      |   | (13,234,323 | )      |

----

| **DARK                  DYNAMITE, INC. AND SUBSIDARY**           |
|------------------------------------------------------------------|
| **STATEMENT                  OF STOCKHOLDERS' EQUITY (DEFICIT)** |
| **FOR                  THE THREE MONTHS ENDED MARCH 31, 2005**   |
|                                                             |   |   |   |   |   |   |   |   |
|                                                             |   |   |   |   |   |   |   |   |
|                                                             |   |   |   |   |   | Additional | Stock |   |
|                                                             |   | Common                  Stock | Preferred                  Stock | Paid-in | Subscriptions | Retained |
|                                                             |   | Shares | Amount | Shares | Amount | Capital | Receivable | Deficit |

| Balances,                  January 1, 2005                                      |   |   | 52,339  |   | $      | 5  |   |   | 5,000,000 |   | $      | 50,000 |   | $      | 13,174,084 |   | $      | (39,750 | )      | $      | (13,234,323 | )      |
|---------------------------------------------------------------------------------|--------|--------|---------|--------|--------|----|--------|--------|-----------|--------|--------|--------|--------|--------|------------|--------|--------|---------|--------|--------|-------------|--------|
| Common                  stock issuances for past services (Unaudited)           |   |   | 279,500 |   |   | 28 |   |   | -         |   |   | -      |   |   | 58,268     |   |   | -       |   |   | -           |   |
| Receipt                  of cash on subscriptions receivable (Unaudited)        |   |   | -       |   |   | -  |   |   | -         |   |   | -      |   |   | -          |   |   | 34,441  |   |   | -           |   |
| Issue                  common stock for option exercise (Unaudited)             |   |   | 715,000 |   |   | 72 |   |   | -         |   |   | -      |   |   | 59,644     |   |   | (350    | )      |   | -           |   |
| Fair                  value of options issued for past services (Unaudited)     |   |   | -       |   |   | -  |   |   | -         |   |   | -      |   |   | 53,058     |   |   | -       |   |   | -           |   |
| Intrinsic                  value of options issued to employees (Unaudited)     |   |   | -       |   |   | -  |   |   | -         |   |   | -      |   |   | 145,776    |   |   | -       |   |   | -           |   |
| Proceeds                  from option stock applied to A/P - T Hall (Unaudited) |   |   | -       |   |   | -  |   |   | -         |   |   | -      |   |   | 2,238      |   |   | -       |   |   | -           |   |

----

| **DARK                    DYNAMITE, INC. AND SUBSIDARY**                       |
|--------------------------------------------------------------------------------|
| **STATEMENT                    OF STOCKHOLDERS' EQUITY (DEFICIT)**             |
| **FOR                    THE YEAR ENDED DECEMBER 31,                    2004** |

| Issue                  common stock for option exercise, depository shares at Finance                  500 as of                  March 31, 2005 (Unaudited) |   |   | 614,000   |   |   | 61     |   |   | -         |   |   | -      |   |   | 14,939     |   |   | (15,000 | )      |   | -           |   |
|--------------------------------------------------------------------------------------------------------------------------------------------------------------|--------|--------|-----------|--------|--------|--------|--------|--------|-----------|--------|--------|--------|--------|--------|------------|--------|--------|---------|--------|--------|-------------|--------|
| Adjust                  for error in Financial Statements at 12/31/2004 to bring into agreement                  with the books (Unaudited)                  |   |   |      |   |   |   |   |   |      |   |   |   |   |   |       |   |   |    |   |   | 150         |   |
| Net                  consolidated loss for the three months ended March 31, 2005                  (Unaudited)                                                |   |   | -         |   |   | -      |   |   | -         |   |   | -      |   |   | -          |   |   | -       |   |   | (374,439    | )      |
| Balances,                  March 31, 2005                                                                                                                    |   |   | 1,660,839 |   | $      | 166    |   |   | 5,000,000 |   | $      | 50,000 |   | $      | 13,508,007 |   | $      | (20,659 | )      | $      | (13,608,612 | )      |

----

| **DARK                DYNAMITE, INC. AND SUBSIDARY**                                                                  |
|-----------------------------------------------------------------------------------------------------------------------|
| **STATEMENT                OF CASH FLOWS**                                                                            |
|                                                                                                                  | For                The Three |   | For                The |
|                                                                                                                  | Months                Ended |   | Year                Ended |
|                                                                                                                  | March                31, |   | December                31, |
|                                                                                                                  | 2005 |   | 2004 |
|                                                                                                                  | (Unaudited) |   |   |
|                                                                                                                  |   |   |   |
| CASH                FLOWS FROM (USED IN) OPERATING ACTIVITIES:                                                        |   |   |   |
| Net                loss                                                                                               | $                (374,439) |   | $(4,496,295) |
| Adjustments                to reconcile net loss to net cash (use in) operating                activities:            |   |   |   |
| Depreciation                                                                                                          | 6,582 |   | 6,311 |
| Loss                - Impairment of Goodwill                                                                          | - |   | 3,490,000 |
| Gain                on early forgiveness                                                                              | - |   | (106,500) |
|                                                                                                                  |   |   |   |
| Common                stock issued for services                                                                       | 39,400 |   | 341,158 |
| Cancellation                of certificates for services NOT rendered                                                 | - |   | (9,428) |
| Preferred                stock issued to R. Surber for services                                                       | - |   | 37,451 |
| Intrinsic                value of options issued to employees                                                         | 153,276 |   | 241,103 |
| Fair                value of options issued to consultants                                                            | 45,558 |   | 277,845 |
| Common                stock issued to apply on vendor accounts payable                                                | 21,134 |   | 77,830 |
|                                                                                                                  |   |   |   |
| (Increase)                decrease in operating assets:                                                               |   |   |   |
| Accounts                receivable                                                                                    | 10,109 |   | - |
| Inventory                                                                                                             | (19,289) |   | (21,546) |
| Prepaid                expenses                                                                                       | (912) |   | - |
| Deposits                                                                                                              | (1,798) |   | (2,205) |
| Increase                (decrease) in operating liabilities:                                                          |   |   |   |
| Accounts                payable and accrued expenses                                                                  | (14,590) |   | (20,938) |
| NET                CASH FROM (USED IN) OPERATING ACTIVITIES                                                           | (134,969) |   | (185,214) |
|                                                                                                                  |   |   |   |
| CASH                FLOWS FROM (USED IN) INVESTING ACTIVITIES:                                                        |   |   |   |
| Fixed                Assets                                                                                           | (18,375) |   | (154,089) |
| Trade                Mark                                                                                             | - |   | (1,380) |
| Common                stock issued for property, plant and equipment                                                  | - |   | 84,687 |
| Loss                on trading stock                                                                                  | - |   | 44,373 |
| NET                CASH FROM (USED IN) FINANCING ACTIVITIES                                                           | (18,375) |   | (26,409) |
|                                                                                                                  |   |   |   |
|                                                                                                                  |   |   |   |
|                                                                                                                       |
| CASH                FLOWS FROM (USED IN) FINANCING ACTIVITIES:                                                        |   |   |   |
|                                                                                                                  |   |   |   |
| Common                stock issuance for acquisition                                                                  | - |   | (2,368) |
| Receipt                of stock subscriptions receivable                                                              | 34,441 |   | 39,750 |
| Common                stock issuance for stock option exercise                                                        | 59,366 |   | 246,140 |
| NET                CASH FROM (USED IN) FINANCING ACTIVITIES                                                           | 93,807 |   | 283,522 |
|                                                                                                                  |   |   |   |
| NET                INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS                                                   | (59,537) |   | 71,899 |
|                                                                                                                  |   |   |   |
| CASH                AND CASH EQUIVALENTS,                                                                             |   |   |   |
| BEGINNING                OF THE PERIOD                                                                                | 71,899 |   | - |
|                                                                                                                  |   |   |   |
| END                OF THE PERIOD                                                                                      | $                12,362 |   | $                71,899 |
|                                                                                                                  |   |   |   |
| SUPPLEMENTARY                CASH FLOW INFORMATION OF NON-CASH FINANCING:                                             |   |   |   |
| Preferred                stock issued for services                                                                    | - |   | $                37,451 |
| Common                stock issued for services                                                                       | $                334,084 |   | $                937,911 |
| Common                stock issued for acquisition                                                                    | - |   | $3,939,437 |
|                                                                                                                  |   |   |   |
| The                accompanying notes are an integral part of these consolidated financial                statements. |

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**DARK      DYNAMITE, INC. AND SUBSIDIARY**

**NOTES      TO CONSOLIDATED FINANCIAL STATEMENTS**

**AS      OF MARCH 31, 2005**

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| ·   | Obtain                funding from new investors to alleviate the Company’s working capital                deficiency. |
|--------------------|------------------------------------------------------------------------------------------------------------------------------|

| ·   | Apply                for a bank credit line and an SBA                loan. |
|--------------------|-----------------------------------------------------------------------------|

| ·   | Implement                plans to increase sales. |
|--------------------|---------------------------------------------------|

| ·   | Management                is reducing payroll and other incidental                expenses. |
|--------------------|---------------------------------------------------------------------------------------------|

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**DARK      DYNAMITE, INC. AND SUBSIDIARY**

**NOTES      TO CONSOLIDATED FINANCIAL STATEMENTS**

**AS      OF MARCH 31, 2005**

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**ITEM        2.**
**MANAGEMENT'S        DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF        OPERATION**

**General**

**RESULTS      OF OPERATIONS**

**Revenues**

** **

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**Losses**

**Expenses**

**Capital      Resources and Liquidity**

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**Stock        and Options To Employees**
**        and Contractors**

**Off      Balance Sheet Arrangements **

**ABILITY      TO CONTINUE AS A GOING CONCERN**

**Forward      Looking Statements**

**Risk      Factors**

**The      success of our business depends in large part on our ability to identify fashion      trends as well as to react to changing customer demand in a timely      manner.**

**Failure      on our part to anticipate, identify, and respond effectively to changing      consumer demands and fashion trends will adversely affect our sales.**

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**We      will be dependent on third party manufacturers for production, and our sales      may      be negatively affected if the manufacturers do not perform acceptably, or if      design changes are communicated after the production has      begun**

**Our      success depends on our ability to attract and retain key employees in order      to      support our existing business and future expansion**

**We      face significant competition in the retail and apparel industry, which could      harm our sales and profitability.**

**Purchases      of the merchandise we sell are generally discretionary and are therefore      particularly susceptible to economic slowdowns.**

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**If      we are not able to successfully protect our intellectual property, our ability      to capitalize on the value of our brand name may be      impaired.**

**If      an independent manufacturer violates labor or other laws, or is accused of      violating any such laws, or if their labor practices diverge from those      generally accepted as ethical, it could harm our business and brand      image.**

**The      issuance of additional shares under S-8 may impair the value of the Company’s      stock because of significant dilution.**

**ITEM      3. CONTROLS AND PROCEDURES**

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**PART      II. OTHER INFORMATION**

**ITEM      1. LEGAL PROCEEDINGS**

**ITEM      2. CHANGES IN SECURITIES AND USE OF PROCEEDS**

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**ITEM      5. OTHER INFORMATION**

**ITEM      6. EXHIBITS AND REPORTS ON FORM 8-K**

| (1)   | Exhibits:                Exhibits required to be attached by Item 601 of Regulation S-B are                listed                in the Index to Exhibits Beginning on page 8 of this Form 10-QSB,                which is                incorporated herein by reference. |
|-----------------|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| (1) | On                  January 27, 2005, in three resolutions, the Board of Directors                  of the                  Registrant authorized the issuance of 809,500,000 shares of the                  Registrant's common stock registered under its S-8 Registration                  Statement.                  All of the issuances were carried out pursuant to the S-8 Registration                  Statement and The 2005 Benefit Plan of Dark Dynamite, Inc. |
|-----|------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

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**SIGNATURES**

|                                  |                                                          |                             |
|---------------------------------------|---------------------------------------------------------------|----------------------------------|
|                                  | **DARK              DYNAMITE, INC.**                          |
|                             |                                                     |                        |
| Date: June              10, 2005 | By:                                                 | /s/ Jared              Gold |
|                                  | Jared                GoldCEO,                CFO and Director |

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**INDEX        TO EXHIBITS**

**Exhibit**
**Page**

|  No.                                    |  No.                                                     |  Description                                                                                                                                                                                                                                                                                                                                  |
|---------------------------------------------------|--------------------------------------------------------------------|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|  3(i)                                   |  *                                                       |  Articles                of Incorporation of the Company as amended and bylaws are herein                incorporated by reference from the Company’s Form S-3 filed December 22,                1995.                                                                                                                                  |
|  3(i)                                   |  *                                                       |  Articles                of Incorporation of the Company as amended and incorporated by reference                from the Company’s Form 8-K filed May 7, 2004.                                                                                                                                                                         |
|  3(i)                                   |  *                                                       |  Articles                of Incorporation of the Company as amended and incorporated by reference                from the Company’s Schedule 14C filed May 27, 2004.                                                                                                                                                                    |
|                                              |                                                               |                                                                                                                                                                                                                                                                                                                                                    |
|  **Material                Contracts**  |
| 10                (x)                             | *                                                                  | Commercial                Lease                                                                                                                                                                                                                                                                                                                         |
|  10(xi)                                 |  *                                                       |  Sales                Agreement between Black Chandelier and Belle Sales dated March 11,                2005,                for the Los Angeles showroom market, participation fee is $300 per                month.                Incorporated by reference from the 10-KSB of DDI for the period ended                December 31, 2004.  |
| 10(xii)                                 |                         *  | Letter                of Agreement between Dark Dynamite and MAO Public Relations dated                April 1,                2005. Monthly compensation fee is $1,200. Incorporated by reference                from                the 10-KSB of DDI for the period ended December 31,                2004.                                          |
|  31(i)                                  |                        16  |  Statement                required by 18 U.S.C. Section 1350, as adopted                pursuant to section 906 of the Sarbanes-Oxley Act of                2002.                                                                                                                                                                             |
|  32(i)                                  |                        17  |  Certification                of Chief Executive Officer and Chief                Financial Officer.                                                                                                                                                                                                                                          |

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**Other**

| 99(i) |                    * | On                  January 1, 2005, the Company entered into Employment Agreement                  with Erika                  “Joon” Chavez. Ms. Chavez will serve the Company as a store manger and                  public relations liaison in the Seattle retail store. The Company                  agreed                  to pay her a fee of $28,000 per year payable in S-8                  stock. |
|-------|---------------------------|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|

| 99(ii)   | * | On                  January 1, 2005, the Company entered into Employment Agreement                  with Justin                  Burch. Mr. Burch will serve the Company as a store manger and public                  relations liaison in the Trolley Square Mall, Salt Lake City retail                  store.                  The Company agreed to pay him a fee of $2,500 per month payable                  in S-8                  stock. Mr. Burch was subsequently terminated in February, 2005,                  therefore                  this contract is void.  |
|----------|---|---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 99(iii)  | * | On                  January 20, 2005, the Company entered into Employment Agreement                  with Megan                  Thiriot. Ms. Thiriot will serve the Company as a store manger and                  public                  relations liason in the Trolley Square Mall, Salt Lake City retail                  store.                  The Company agreed to pay her a fee of $1,800 per month payable                  in S-8                  stock.                                                                                                          |
| 99(iv)   | * | On                  January 14, 2005 the Company entered into a Stock Option Agreement                  with                  Donald Decker and granted 15,000,000 options to purchase common                  stock of                  the Company at an option price of 75% of the market price. The                  options                  were granted pursuant to the S-8 Registration Statement of the                  Company.                                                                                                                                       |
| 99(v)    | * | On                  January 14, 2005 the Company entered into a Stock Option Agreement                  with                  Michael Golightly and granted 15,000,000 options to purchase common                  stock                  of the Company at an option price of 75% of the market price. The                  options                  were granted pursuant to the S-8 Registration Statement of the                  Company.                                                                                                                                   |
| 99(vi)   | * | On                  January 14, 2005 the Company entered into a Stock Option Agreement                  with                  Jamie Dalley and granted 15,000,000 options to purchase common                  stock of                  the Company at an option price of 75% of the market price. The                  options                  were granted pursuant to the S-8 Registration Statement of the                  Company.                                                                                                                                             |
| 99(vii)  | * | On                  January 14, 2005 the Company entered into a Stock Option Agreement                  with                  Christopher Larsen and granted 15,000,000 options to purchase common                  stock                  of the Company at an option price of 75% of the market price. The                  options                  were granted pursuant to the S-8 Registration Statement of the                  Company                                                                                                                                   |
| 99(viii) | * | On                  January 14, 2005 the Company entered into a Stock Option Agreement                  with                  Tim Hall and granted 15,000,000 options to purchase common stock                  of the                  Company at an option price of 75% of the market price. The options                  were                  granted pursuant to the S-8 Registration Statement of the                  Company                                                                                                                                             |
| 99(ix)   | * | On                  January 14, 2005 the Company entered into a Stock Option Agreement                  with                  Matthew Stevens and granted 15,000,000 options to purchase common                  stock of                  the Company at an option price of 75% of the market price. The                  options                  were granted pursuant to the S-8 Registration Statement of the                  Company                                                                                                                                      |

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| 99(x)     | * | On                    January 14, 2005 the Company entered into a Stock Option Agreement                    with                    Alex Bustos and granted 15,000,000 options to purchase common                    stock of the                    Company at an option price of 75% of the market price. The options                    were                    granted pursuant to the S-8 Registration Statement of the                    Company.         |
|-----------|---|-----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 99(xi)    | * | On                    January 14, 2005 the Company entered into a Stock Option Agreement                    with                    Molly Douma and granted 15,000,000 options to purchase common                    stock of the                    Company at an option price of 75% of the market price. The options                    were                    granted pursuant to the S-8 Registration Statement of the                    Company.         |
| 99(xii)   | * | On                    January 14, 2005 the Company entered into a Stock Option Agreement                    with                    Guy Cook and granted 15,000,000 options to purchase common stock                    of the                    Company at an option price of 75% of the market price. The options                    were                    granted pursuant to the S-8 Registration Statement of the                    Company             |
| 99(xiii)  | * | On                    January 14, 2005 the Company entered into a Stock Option Agreement                    with                    Andrew Pitts and granted 15,000,000 options to purchase common                    stock of                    the Company at an option price of 75% of the market price. The                    options                    were granted pursuant to the S-8 Registration Statement of the                    Company.        |
| 99(xiv)   | * | On                    January 14, 2005 the Company entered into a Stock Option Agreement                    with                    Chen Li and granted 15,000,000 options to purchase common stock                    of the                    Company at an option price of 75% of the market price. The options                    were                    granted pursuant to the S-8 Registration Statement of the                    Company              |
| 99(xv)    | * | On                    January 20, 2005 the Company entered into a Stock Option Agreement                    with                    H.K. Elrod and granted 14,000,000 options to purchase common                    stock of the                    Company at an option price of 75% of the market price. The options                    were                    granted pursuant to the S-8 Registration Statement of the                    Company.          |
| 99(xvi)   | * | On                    January 27, 2005 the Company entered into a Stock Option Agreement                    with                    Donald Decker and granted 50,000,000 options to purchase common                    stock of                    the Company at an option price of 75% of the market price. The                    options                    were granted pursuant to the S-8 Registration Statement of the                    Company        |
| 99(xvii)  | * | On                    January 27, 2005 the Company entered into a Stock Option Agreement                    with                    Michael Golightly and granted 50,000,000 options to purchase                    common stock                    of the Company at an option price of 75% of the market price.                    The options                    were granted pursuant to the S-8 Registration Statement of the                    Company.   |
| 99(xviii) | * | On                    January 27, 2005 the Company entered into a Stock Option Agreement                    with                    Jamie Dalley and granted 50,000,000 options to purchase common                    stock of                    the Company at an option price of 75% of the market price. The                    options                    were granted pursuant to the S-8 Registration Statement of the                    Company         |
| 99(xix)   | * | On                    January 27, 2005 the Company entered into a Stock Option Agreement                    with                    Christopher Larsen and granted 50,000,000 options to purchase                    common stock                    of the Company at an option price of 75% of the market price.                    The options                    were granted pursuant to the S-8 Registration Statement of the                    Company.  |
| 99(xx)    | * | On                    January 27, 2005 the Company entered into a Stock Option Agreement                    with                    Tim Hall and granted 50,000,000 options to purchase common stock                    of the                    Company at an option price of 75% of the market price. The options                    were                    granted pursuant to the S-8 Registration Statement of the                    Company.            |

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| 99(xxi)        |  * | On                      January 27, 2005 the Company entered into a Stock Option Agreement                      with                      Matthew Stevens and granted 50,000,000 options to purchase                      common stock of                      the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company       |
|----------------|---------|-------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
|  99(xxii) | *       | On                      January 27, 2005 the Company entered into a Stock Option Agreement                      with                      Alex Bustos and granted 50,000,000 options to purchase common                      stock of the                      Company at an option price of 75% of the market price. The                      options were                      granted pursuant to the S-8 Registration Statement of the                      Company.                               |
| 99(xxiii)      | *       | On                      January 27, 2005 the Company entered into a Stock Option Agreement                      with                      Molly Douma and granted 50,000,000 options to purchase common                      stock of the                      Company at an option price of 75% of the market price. The                      options were                      granted pursuant to the S-8 Registration Statement of the                      Company.                               |
| 99(xxiv)       | *       | On                      January 27, 2005 the Company entered into a Stock Option Agreement                      with                      Guy Cook and granted 50,000,000 options to purchase common                      stock of the                      Company at an option price of 75% of the market price. The                      options were                      granted pursuant to the S-8 Registration Statement of the                      Company                                   |
| 99(xxv)        | *       | On                      January 27, 2005 the Company entered into a Stock Option Agreement                      with                      Andrew Pitts and granted 50,000,000 options to purchase common                      stock of                      the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company.         |
| 99(xxvi)       | *       | On                      January 27, 2005 the Company entered into a Stock Option Agreement                      with                      Chen Li and granted 50,000,000 options to purchase common stock                      of the                      Company at an option price of 75% of the market price. The                      options were                      granted pursuant to the S-8 Registration Statement of the                      Company.                                   |
| 99(xxvii)      | *       | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Donald Decker and granted 75,000,000 options to purchase common                      stock of                      the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company.       |
| 99(xxviii)     | *       | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Michael Golightly and granted 75,000,000 options to purchase                      common stock                      of the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company.   |
| 99(xxix)       | *       | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Jamie Dalley and granted 75,000,000 options to purchase common                      stock of                      the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company.        |
| 99(xxx)        | *       | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Christopher Larsen and granted 75,000,000 options to purchase                      common stock                      of the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company.  |

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| 99(xxxi)         | * | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Matthew Stevens and granted 75,000,000 options to purchase                      common stock of                      the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company.  |
|------------------|---|----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------|
| 99(xxxii)        | * | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Alex Bustos and granted 75,000,000 options to purchase common                      stock of the                      Company at an option price of 75% of the market price. The                      options were                      granted pursuant to the S-8 Registration Statement of the                      Company.                           |
|  99(xxxiii) | * | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Guy Cook and granted 75,000,000 options to purchase common                      stock of the                      Company at an option price of 75% of the market price. The                      options were                      granted pursuant to the S-8 Registration Statement of the                      Company.                              |
| 99(xxxiv)        | * | On                      February 23, 2005 the Company entered into a Stock Option Agreement                      with                      Andrew Pitts and granted 75,000,000 options to purchase common                      stock of                      the Company at an option price of 75% of the market price.                      The options                      were granted pursuant to the S-8 Registration Statement of                      the                      Company.     |

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