UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 10-QSB

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

                For the quarterly period ended September 30, 2006


                        Commission file number 0001027484


                             TILDEN ASSOCIATES, INC.
        -----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


               DELAWARE                                       11-3343019
   -------------------------------                        -------------------
   (State or other jurisdiction of                         (I.R.S. Employer
    incorporation or organization)                        Identification No.)


                300 Hempstead Turnpike, West Hempstead, NY 11552
                ------------------------------------------------
                    (Address of principal executive offices)


                                 (516) 746-7911
                ------------------------------------------------
                (Issuer's telephone number, including area code)


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


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

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

The number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: September 30, 2006 was 11,425,903
shares of Common Stock - $.0005 par value.

Transitional Small Business Disclosure Format:  Yes [ ]  No [X]
<PAGE>

                        Table of Contents for Form 10-QSB



                                                                            Page
PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements

         Consolidated Balance Sheets at September 30, 2006 (unaudited)
         and December 31, 2005 (audited)                                       3

         Consolidated Statements of Income for the Nine Month
         Periods Ended September 30, 2006 (unaudited) and 2005 (audited)       4

         Consolidated Statements of Cash Flows for the Nine
         Month Periods Ended September 30, 2006 (unaudited) and
         2005 (audited)                                                        5

         Notes to Condensed Consolidated Financial Statemtents            6 - 14


Item 2.  Management's Discussion and Analysis or Plan of Operation       15 - 17

Item 3.  Controls and Procedures                                              18

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings                                                    18

Item 2.  Changes in Securities and Use of Proceeds                            18

Item 3.  Defaults Upon Senior Securities                                      18

Item 4.  Submission of Matters to a Vote of Security Holders                  18

Item 5.  Other Information                                                    18

Item 6.  Exhibits                                                             18


SIGNATURE                                                                     19

CERTIFICATION                                                            20 - 21
<PAGE>
<TABLE>
<CAPTION>

PART I - FINANCIAL INFORMATION
ITEM 1.  FINANCIAL STATEMENTS

                             TILDEN ASSOCIATES, INC.
                           CONSOLIDATED BALANCE SHEETS
                                                                               September 30,   December 31,
                                                                                   2006            2005
                                                                               -------------   -------------
                                                                                (Unaudited)      (Audited)
<S>                                                                            <C>             <C>
ASSETS
Current Assets
  Cash and cash equivalents                                                    $     753,820   $     444,637
  Accounts and notes receivables from franchisees, net of allowance $453,967
     and $449,523 at September 30, 2006 and December 31, of 2005, respectively       585,631         509,660
  Loan receivable - Oilmatic                                                          37,347          65,000
  Prepaid expenses and other current assets                                           31,119          46,515
                                                                               -------------   -------------
                Total Current Assets                                               1,407,917       1,065,812

Property, Plant and Equipment
  Property and equipment, net of accumulated depreciation of $20,528
     and $19,723 at September 30, 2006 and December 31, 2005, respectively             5,364           6,169
                                                                               -------------   -------------
Other Assets
  Intangible assets, net                                                             566,864         568,003
  Security deposits                                                                   67,576          52,052
                                                                               -------------   -------------
                Total Other Assets                                                   634,440         620,055
                                                                               -------------   -------------

                Total Assets                                                   $   2,047,721   $   1,692,036
                                                                               =============   =============
LIABILITIES AND SHAREHOLDERS' EQUITY

Current Liabilities
  Accounts payable and accrued expenses                                        $     173,365   $      95,988
  Deposits on business and franchise acquisitions                                    249,803         260,500
  Income taxes payable                                                               165,044          40,143
  Notes payable, current portion                                                      18,700          21,422
                                                                               -------------   -------------
                Total Current Liabilities                                            606,912         418,053

Non-Current Liabilities
  Notes payable, net of current portion                                                   --           1,933
  Security deposits                                                                  116,858          83,359
                                                                               -------------   -------------
                Total Liabilities                                                    723,770         503,345
                                                                               -------------   -------------
Shareholders' Equity
  Common stock, $.0005 par value; 30,000,000 shares authorized,
     11,425,903 and 11,425,903 shares issued and outstanding at
     September 30, 2006 and December 31, 2005, respectively                            5,713           5,713
  Additional paid - in capital                                                     1,639,966       1,639,966
  Retained earnings (accumulated deficit)                                           (301,728)       (436,988)
                                                                               -------------   -------------
                                                                                   1,343,951       1,208,691
  Less: treasury stock - 40,000 shares, stated at cost                               (20,000)        (20,000)
                                                                               -------------   -------------
                Total Shareholders' Equity                                         1,323,951       1,188,691
                                                                               -------------   -------------
                Total Liabilities and Shareholders' Equity                     $   2,047,721   $   1,692,036
                                                                               =============   =============
</TABLE>

            See notes to condensed consolidated financial statements.

                                       3
<PAGE>
<TABLE>
<CAPTION>

                             TILDEN ASSOCIATES, INC.
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (UNAUDITED)

                                                         Three Months Ended              Nine Months Ended
                                                            September 30,                   September 30,
                                                    --------------- ------------    ---------------------------
                                                        2006            2005            2006           2005
                                                    ------------    ------------    ------------   ------------
<S>                                                 <C>             <C>             <C>            <C>
Revenues
   Initial franchise acquisition fees               $     77,500    $     75,000    $    302,500   $    145,000
   Royalty fees                                          154,260         167,637         470,279        458,578
   Market Area Sales                                          --              --         200,000             --
   Sales from operations of company stores                87,642           4,796         106,983         68,687
   Sale of equipment purchased for resale                  5,982           7,040          80,925          7,040
   Sale of Company owned locations                        22,000              --          57,000        180,000
   Rental income from realty rental                      128,264          94,547         377,523        235,072
   Miscellaneous income                                    2,392           5,320          18,606         12,397
                                                    ------------    ------------    ------------   ------------
         Total Revenue                                   478,040         354,340       1,613,816      1,106,774
                                                    ------------    ------------    ------------   ------------
Cost of Operations
   Broker's fees                                           8,085          24,000         123,743         56,400
   Costs of locations purchased for resale                    --              --              --        115,730
   Franchise development fees                             13,974          13,513          31,847         39,700
   Costs of operation of company owned stores             71,691          19,015          84,346         79,139
   Costs of equipment for resale                           3,223           4,300          52,848          4,300
   Rent paid for real estate sublet                      125,998          86,891         407,159        227,467
                                                    ------------    ------------    ------------   ------------
         Total Operating Costs                           222,971         147,719         699,943        522,736
                                                    ------------    ------------    ------------   ------------

Gross Profit                                             255,069         206,621         913,873        584,038
Selling, general and administrative expenses             223,896         163,672         670,657        488,231
                                                    ------------    ------------    ------------   ------------
         Income (loss) from operations before
          other income and expenses and provision
          for income taxes                                31,173          42,949         243,216         95,807

Other Income (Expense)
   Interest income                                         3,652           3,469          16,944         11,370
   Interest expense                                           --            (356)             --         (1,341)
                                                    ------------    ------------    ------------   ------------
         Total other income (expenses)                     3,652           3,113          16,944         10,029
                                                    ------------    ------------    ------------   ------------

Income (loss) before provision for income taxes           34,825          46,062         260,160        105,836
Provision for income taxes
   Current                                                35,840          12,500         124,900         23,000
   Deferred                                                   --              --              --             --
                                                    ------------    ------------    ------------   ------------
         Net Income                                 $     (1,015)   $     33,562    $    135,260   $     82,836
                                                    ============    ============    ============   ============
Per Share Data
   Basic earnings per share                         $      (0.00)   $       0.00    $       0.01   $       0.01
                                                    ============    ============    ============   ============
   Diluted earnings per share                       $      (0.00)   $       0.00    $       0.01   $       0.01
                                                    ============    ============    ============   ============
Weighted Average Shares Outstanding
   Basic                                              11,425,903      11,425,903      11,425,903     11,425,903
                                                    ============    ============    ============   ============
   Diluted                                            11,425,903      11,425,903      11,425,903     11,425,903
                                                    ============    ============    ============   ============
</TABLE>

            See notes to condensed consolidated financial statements.

                                       4
<PAGE>
<TABLE>
<CAPTION>

                             TILDEN ASSOCIATES, INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                                                 Nine Months Ended
                                                                   September 30,
                                                           ----------------------------
                                                               2006            2005
                                                           ------------    ------------
<S>                                                        <C>             <C>
Operating Activities
  Net income                                               $    135,260    $     82,836
  Adjustments to reconcile net income to net cash used
           for operating activities:
     Depreciation and amortization                                1,944           2,881
     Provision for bad debt                                     140,715          99,938
     Gain on sale of company owned location                          --         (58,270)
  Changes in operating assets and liabilities
     Accounts and notes receivable                             (216,686)       (104,448)
     Loan receivable - Oilmatic                                  27,653              --
     Prepaid expenses                                            15,396           1,300
     Security deposits receivable                               (15,524)          1,375
     Accounts payable and accrued expenses                       77,377          34,353
     Deposits on franchise acquisitions                         (10,697)         75,000
     Income taxes payable                                       124,901          22,003
     Security deposits payable                                   33,499          12,697
                                                           ------------    ------------
Net cash provided by operating activities                       313,838         169,665
                                                           ------------    ------------
Investing Activities
     Purchase of equipment                                           --          (2,348)
                                                           ------------    ------------
Net cash (used for) financing activities                             --          (2,348)
                                                           ------------    ------------

Financing Activities
     Repayment of notes payable                                  (4,655)        (20,420)
                                                           ------------    ------------
Net cash (used for) financing activities                         (4,655)        (20,420)
                                                           ------------    ------------

Net increase in cash                                            309,183         146,897
Cash and cash equivalents at beginning of the period            444,637         258,826
                                                           ------------    ------------

Cash and cash equivalents at end of the period             $    753,820    $    405,723
                                                           ============    ============

Supplemental Cash Flow Information:
  Interest paid                                            $         --    $      1,341
                                                           ============    ============
  Income taxes paid                                        $         --    $      2,247
                                                           ============    ============
</TABLE>

            See notes to condensed consolidated financial statements.

                                       5
<PAGE>

              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

NOTE 1 - General, Business and Summary of Significant Accounting Policies

General

         The accompanying unaudited financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of
America for interim financial statements and the instructions to Form 10-QSB
related to interim period financial statements. Accordingly, these financial
statements do not include certain information and footnotes required by
accounting principles generally accepted in the United States of America for
complete financial statements. However, the accompanying unaudited financial
statements contain all adjustments (consisting only of normal recurring
accruals) which, in the opinion of management, are necessary in order to make
the financial statements not misleading. The results of operations for interim
periods are not necessarily indicative of the results to be expected for the
full year. For further information, refer to our financial statements and the
footnotes thereto contained in our Annual Report on Form 10-KSB for the year
ended December 31, 2005. The September 30, 2006 balance sheet contained herein
was derived from the audited financial statements for the year ended December
31, 2005 included in our Annual Report on Form 10-KSB for the year ended
December 31, 2005.

Business Activity

         The company was incorporated in the state of Delaware in June 1995 and
is in the business of selling automotive franchises and administering and
supporting full service automotive repair centers under the name "TILDEN FOR
BRAKES CAR CARE CENTERS". The majority of franchises are currently located in
New York, Florida and Colorado with twelve states being represented and
expansion plans for several additional states.

Significant Accounting Policies

Principles of Consolidation

         The consolidated financial statements include all wholly owned
subsidiaries. All inter-company profits and transactions have been eliminated in
consolidation.

Use of Estimates

         The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from the estimates.

Revenue Recognition

         The Company recognizes revenue in several ways: Initial fees from sale
of franchises, market area sales to market developer partners, royalties (as a
percentage of gross revenues) from franchisees, equipment sales, rental of
premises to franchisees and the operation of Company owned automotive repair
centers which are developed for potential sale to franchisees.

         Franchise fee revenue for initial franchise fees and from market area
sales to market developer partners is recognized upon the execution of a
franchise agreement and when all material services or conditions relating to the
sale have been successfully completed by the Company. Market developer partners
receive a percentage of royalty fees for development and management of their
market and are responsible for substantially all training and other services
required in opening new franchises in their regions.

         Equipment sales are recorded upon delivery and installation of
equipment to franchisees.

Cash and Cash Equivalents

Cash and cash equivalents include cash in banks and short-term  investments with
original maturities of less than three months.

Advertising Costs

         The Company's franchise agreement requires that franchisees remit
advertising fees to a cooperative advertising fund managed by the Company.
Corporate advertising is expensed as incurred.

                                       6
<PAGE>

Income Taxes

         The Company provides for income taxes under the provisions of Statement
of Financial Accounting Standards No. 109 "Accounting for Income Taxes" ("SFAS
No. 109"). SFAS No. 109 requires that an asset and liability based approach be
used in accounting for income taxes.

         Deferred income tax assets and liabilities are recorded to reflect the
tax consequences on future years of the temporary differences of revenue and
expense items for financial statement and income tax purpose. Valuation
allowances are provided against assets, which are not likely to be realized

Leases

         Leases that transfer substantially all of the risks and benefits of
ownership are treated as capital leases. Capital leases are included in property
and equipment and are depreciated over their estimated useful lives using the
straight-line method.

Carrying Values of Long-Lived Assets

         The Company evaluates the carrying values of its long-lived assets to
be held and used in the business by reviewing undiscounted cash flows by
operating unit. Such evaluations are performed whenever events and circumstances
indicate that the carrying amount of an asset may not be recoverable. If the sum
of the projected undiscounted cash flows over the remaining lives of the related
assets does not exceed the carrying values of the assets, the carrying values
are adjusted for the differences between the fair values and the carrying
values.

Intangible Assets

         The capitalized cost of intangible assets are amortized over their
expected period of benefit on a straight-line basis, generally 10 to 20 years
for franchise rights and 20 years for trademarks. Beginning in the first quarter
of 2002, in accordance with SFAS No. 142 the Company does not amortize goodwill
(see "Goodwill" below).

         Presently, the Company owns the trademarks "Tilden for Brakes Car Care
Centers", "Brakeworld", The Brake Shop" and "American Brake Service".

Goodwill

         Goodwill represents the amount paid in consideration for an acquisition
in excess of the net tangible assets acquired. Goodwill is tested for impairment
annually or under certain circumstances, and written off when determined to be
impaired. In accordance with SFAS No. 142, the Company does not amortize
goodwill for new acquisitions. The Company conducts tests for impairment and
goodwill that is determined to have become impaired is written off.

Accounts and Notes Receivable

         Accounts and notes receivable are primarily recorded for royalty
income, rental income, and franchise and market area sales. In instances where
the Company provides financing to franchisees and provides payment arrangements
which allow for payments to be received over a period greater than one year,
non-current receivables are recorded at the present value of estimated future
cash flows.

         In most instances, financing of franchisees is secured by notes
receivable and collateralized by shop equipment and franchise rights (see Note
2).

Property and Equipment

         Property and equipment are stated at cost less accumulated
depreciation. Depreciation is provided on the straight-line method over the
estimated useful lives of the assets, generally 39 years for buildings and
building improvements, and 3 to 7 years for furniture and equipment. When
property is sold or retired, the cost and accumulated depreciation are
eliminated from the accounts and gains or losses are recorded in the statement
of operations. Expenditures for repairs and maintenance are expensed as
incurred.

Earnings Per Share

         Earnings per share ("EPS") has been calculated in accordance with SFAS
No. 128, which requires the presentation of both basic net income per share and
net income per common share assuming dilution. Basic earnings per share is
computed by dividing income available to common stockholders by the weighted
average number of shares outstanding for the year. Diluted earnings per share
reflects the potential dilution that could occur upon the exercise of common
stock options resulting in the issuance of common stock to stockholders who
would then share in the earnings of the Company. SFAS No. 128 precludes the
inclusion of any potential common shares in the computation of any diluted
per-share amounts when a loss from continuing operations exists.

                                       7
<PAGE>

Reclassifications

         Certain amounts in the 2005 financial statements were reclassified to
conform to the 2006 presentation.

Business Segment Information

         The Company operates in a single business segment: selling automotive
franchises and administering and supporting full service automotive repair
centers primarily under the name "TILDEN FOR BRAKES CAR CARE CENTERS",
principally through franchised and company-operated shops located in North
America. Sales to any single customer were less than five percent of total
revenues in each of the periods presented.

Recent Accounting Pronouncements

         In January 2003, the FASB issued FASB Interpretation No. 46 ("FIN 46"),
"Consolidation of Variable Interest Entities, an interpretation of ARB No. 51,"
as revised in December 2003. A Variable Interest Entity ("VIE") is an entity
with insufficient equity investment or in which the equity investors lack some
of the characteristics of a controlling financial interest. Pursuant to FIN 46,
an enterprise that absorbs a majority of the expected losses of the VIE must
consolidate the VIE. The provisions of this statement are not applicable to the
Company and therefore have not been adopted.

         In November 2004, the FASB issued Statement of Financial Accounting
Standards ("SFAS") No. 151 "Inventory Costs." This statement amends Accounting
Research Bulletin No. 43, Chapter 4, "Inventory Pricing" and removes the "so
abnormal" criterion that under certain circumstances could have led to the
capitalization of these items. SFAS No. 151 requires that idle facility expense,
excess spoilage, double freight and re-handling costs be recognized as
current-period charges regardless of whether they meet the criterion of "so
abnormal." SFAS 151 also requires that allocation of fixed production overhead
expenses to the costs of conversion be based on the normal capacity of the
production facilities. The provisions of this statement are effective for all
fiscal years beginning after June 15, 2005.

         In December 2004, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 123 (Revised
2004), "Share-Based Payment" ("SFAS 123(R)"). SFAS 123(R) requires compensation
costs related to share-based payment transactions to be recognized in our
financial statements. With limited exceptions, the amount of compensation cost
is measured based on the grant-date fair value of the equity or liability
instruments issued. In addition, liability awards are re-measured each reporting
period. Compensation cost is recognized over the period that an employee
provides service in exchange for the award. SFAS 123(R) replaces FASB 123,
"Accounting for Stock-Based Compensation," and supersedes APB Opinion No. 25,
"Accounting for Stock Issued to Employees." This guidance is effective as of the
first interim or annual reporting period beginning after December 15, 2005 for
Small Business filers which, in our case, was the quarter ended March 31, 2006.

         Board ("APB") Opinion No. 29, which differed from the International
Accounting Standards Board's ("IASB") method of accounting for exchanges of
similar productive assets. Statement No. 153 replaces the exception from fair
value measurement in APB No. 29, with a general On December 16, 2004, the FASB
issued SFAS No. 153, "Exchange of Non-monetary Assets", an amendment of
Accounting Principles exception from fair value measurement for exchanges of
non-monetary assets that do not have commercial substance. A non-monetary
exchange has commercial substance if the future cash flows of the entity are
expected to change significantly as a result of the exchange. The statement is
to be applied prospectively and is effective for non-monetary asset exchanges
occurring in fiscal periods beginning after June 15, 2005.

         In September 2006, the FASB issued SFAS No. 157, "Fair Value Measures"
("SFAS 157") which defines fair value, establishes a framework for measuring
fair value in accordance with generally accepted accounting principles, and
provides for additional fair value disclosures. SFAS 157 is effective for fiscal
years beginning after November 15, 2007 and interim periods. The Company does
not believe SFAS 157 will have a material effect on its financial statements.

         In September 2006, the Staff of the Securities and Exchange Commission
issued Staff Accounting Bulletin No. 108, "Considering the Effect of Prior Year
Misstatements when Quantifying Misstatements in Current Year Financial
Statements" ("SAB 108"). SAB 108 requires the use of two approaches in
quantitatively evaluating the materiality of misstatements. If the misstatement
as quantified under either approach is material to the current year financial
statements, the misstatement must be corrected. If the effect of correcting a
prior year misstatement in the current year income statement is material, the
prior year financial statements should be corrected. In the year of adoption
(fiscal years ending after November 15, 2006), the misstatements may be
corrected as an accounting change by adjusting opening retained earnings rather
than being included in the current year income statement. The Company does not
expect SAB 108 to have an impact on the Company's consolidated financial
statements.

                                       8
<PAGE>

NOTE 2 - Accounts and Notes Receivable

        Accounts and notes receivable consisted of the following:
<TABLE>
<CAPTION>

                                                                September 30,     December 31,
                                                                    2006              2005
                                                                ------------      ------------
<S>                                                             <C>               <C>
         Trade receivables from franchisees                     $    844,650      $    762,996
         Installment loans due between August 31, 2005
         and May 31, 2009 with varying interest rates
         between 6.0% and 8.0%                                       194,948           196,187
                                                                ------------      ------------
                                                                   1,039,598           959,183
         Less allowance for doubtful accounts                       (453,967)         (449,523)
                                                                ------------      ------------
                                                                     585,631           509,660
         Less current portion                                       (585,631)         (509,660)
                                                                ------------      ------------
         Non-current accounts and notes receivable              $         --      $         --
                                                                ============      ============
</TABLE>


NOTE 3 - Property and Equipment

        Property and equipment consisted of the following:
<TABLE>
<CAPTION>

                                                                September 30,     December 31,
                                                                    2006              2005
                                                                ------------      ------------
<S>                                                             <C>               <C>
         Machinery and shop equipment                           $      5,642      $      5,642
         Signage                                                       4,617             4,617
         Furniture                                                    10,913            10,913
         Leasehold Improvements                                        4,720             4,720
                                                                ------------      ------------
                                                                      25,892            25,892
         Less accumulated depreciation                               (20,528)          (19,723)
                                                                ------------      ------------
         Property and equipment, net
             of accumulated depreciation                        $      5,364      $      6,169
                                                                ============      ============
</TABLE>

NOTE 4 - Intangible Assets

         Intangible assets consisted of the following:
<TABLE>
<CAPTION>

                                                                September 30,     December 31,
                                                                    2006              2005
                                                                ------------      ------------
<S>                                                             <C>               <C>
         Trademarks                                             $     28,183      $     28,183
         Franchise & market area rights                              746,657           746,657
         Organizational costs                                         11,325            11,325
                                                                ------------      ------------
                                                                     786,165           786,165
         Less accumulated amortization                            (219, 301)          (218,162)
                                                                ------------      ------------
         Intangible assets, net
             of accumulated amortization                        $    566,864      $    568,003
                                                                ============      ============
</TABLE>

                                       9
<PAGE>

NOTE 5 - Notes Payable

         Notes payable consisted of the following:
<TABLE>
<CAPTION>

                                                                September 30,     December 31,
                                                                    2006              2005
                                                                ------------      ------------
<S>                                                             <C>               <C>
         Note payable bearing interest at 25%
         maturing in December of 2006                           $     18,700      $     23,355
                                                                ------------      ------------
                                                                      18,700            23,355
         Less current portion                                        (18,700)          (21,422)
                                                                ------------      ------------
         Notes payable, net of current portion                  $         --      $      1,933
                                                                ============      ============
</TABLE>

NOTE 6 - Income Taxes

         Tilden Associates Inc. and Subsidiaries have elected to file a
consolidated income tax return for Federal and New York State taxes. Tax expense
is allocated to each subsidiary based on the proportion of its taxable income to
the total consolidated taxable income.

         Consolidated income tax expense consisted of the following:
<TABLE>
<CAPTION>

                                                                        September 30,
                                                                ------------------------------
                                                                    2006              2005
                                                                ------------      ------------
<S>                                                             <C>               <C>
         Current
           Federal                                              $    100,520      $     14,500
           State                                                      24,380             8,500
                                                                ------------      ------------
         Total current provision                                     124,900            23,000

         Deferred
           Federal                                                        --                --
           State                                                          --                --
                                                                ------------      ------------
         Total deferred provision                                         --                --
                                                                ------------      ------------
         Total income tax expense                               $    124,900      $     23,000
                                                                ============      ============
</TABLE>

         Deferred income taxes arise from temporary differences resulting from
income and expense items reported in different periods for financial accounting
and tax purposes. The sources of deferred income taxes and their tax effects are
the result of disallowed bad debt reserve and net operating loss carryforwards.
The benefit resulting from deferred taxes has been fully reserved.

         The actual income tax expense attributable to net income differed from
amounts computed by applying the U.S. Federal tax rate of 35% to pretax income
as a result of the benefit of net operating loss carryforwards, offset by a
reduction in the related valuation allowance and the effect of state and local
taxes.

         Net operating loss carryovers at December 31, 2005 were approximately
$52,646 and will expire in 2025. The Company anticipates utilizing these
carryovers in 2006. The Company is deficient in filling its' Federal Income tax
return since 1999 and their State tax returns since 2000.

                                       10
<PAGE>

NOTE 7 - Commitments and Contingencies

Leases

         The Company, through various subsidiaries, sub-lets properties to
several franchisees. Additionally, several franchisees sub-let property from
affiliates of the Company's President (See Note 9). Franchisees typically pay
rent on these properties to the subsidiaries. In some circumstances, franchisees
may pay rent directly to the lessors of the operating leases. Future minimum
lease payments under these operating leases for the years ended December 31, are
as follows:

                   2006                                    150,116
                   2007                                    470,408
                   2008                                    469,340
                   2009                                    307,325
                   2010 and thereafter                     578,156
                                                      ------------
                                                      $  1,975,345
                                                      ============

         The company leases an office in New York under an agreement that
commenced in October 2003 and expires in September 2008. Total gross rent
expense for the nine months ended September 30, 2006 was approximately $12,448.

         The future minimum annual rental payments are as follows:

                   2006                                      4,875
                   2007                                     19,725
                   2008                                     15,300
                                                      ------------
                                                      $     39,900
                                                      ============

Employment Agreements

         The President of the Company, Mr. Robert Baskind, has an employment
contract that renews annually on the first day of each year and which entitled
him to a salary of $140,000 during 2005. In accordance with the terms of the
employment contract, he is entitled to five percent increases on a yearly basis.
The employment agreement, as amended, expires in 2010. Additionally, Mr.
Baskind's agreement provides for other customary provisions.

Consulting Agreement

         During 2003, the Company entered into two consulting agreements to
provide public relations and other promotional services. In consideration for
these services the Company issued 1,250,000 shares of its common stock valued at
$52,500. The fair value of these services was charged to consulting expense. The
Company believes that the terms of one of these agreements has not been
fulfilled and has requested the return of 600,000 shares of common stock. If
successful, the Company will reverse $25,200 of consulting expense and intends
to hold the shares returned as treasury shares.

Comment letter from the Securities and Exchange Commission

         The Company has a received a comment letter from the Securities and
Exchange Commission pertaining to certain prior filings made by the Company. The
Company has responded to the comments. The Company does not know at this time if
their responses will be acceptable or whether the Company will be required to
restate certain prior financial statements and filings with the Securities and
Exchange Commission.

         The Company has received an additional comment letter from the
Securities and Exchange Commission requesting additional information as a
follow-up to our prior response to their initial request.

         In July 2006, the Company was named in a lawsuit in the Chancery Court
of the State of Delaware. The Company settled the lawsuit during the third
quarter for which the Company paid a total of $20,000.

NOTE 8 - Concentration of Credit Risk

         Financial instruments that potentially subject the Company to credit
risk include cash and accounts and notes receivable. At September 30, 2006 and
at December 31, 2005, two accounts and one account exceeded federally insured
limits by approximately $526,000 and $182,000, respectively. Also, at September
30, 2006 and December 31, 2005, the Company had accounts and notes receivable
from franchisees of approximately $585,600 and $509,700, respectively, net of an

                                       11
<PAGE>

allowance for doubtful accounts of approximately $454,000 and $449,500,
respectively. Notes receivable, derived principally from sales of franchises and
market areas, are collateralized by the franchise agreements to which they
relate. Presently, a majority of the Company's franchises are within the states
of New York, Florida, Texas and Colorado.

NOTE 9 - Related Party Transactions

Franchise Facilities

         During the second quarter of 2004, several locations for franchise
facilities were identified by the Company and available to be purchased. Due to
its limited resources and its inability to borrow sufficient funds the Company
was unable to purchase these facilities. Certain officers and directors of the
Company, collectively acquired these facilities and leased them to the Company
when franchisees became available. Management believes that the lease payments
made by the Company to these officers and directors are at fair market value and
are approximately equal to the rent charged to the franchisees occupying each
facility.

         During the first quarter of 2005, the Company assisted a franchisee to
obtain a loan secured by the franchisee's equipment. At the time of the
financing, the franchisee was in arrears to the Company for royalty payments of
$6,000, rent of $19,700 and $4,000 for monthly payments on a note receivable
issued in connection with the purchase of the franchise and the related
equipment. The Company sub-lets this location from a realty company controlled
by the Company's President. Upon completion of the financing, approximately
$48,000 was available to the franchisee. Out of the proceeds, the Company was
made current on the note receivable and royalty receivable, the rent arrearages
were paid directly to the landlord and the balance of approximately $18,300 was
distributed to the franchisee. Upon issuance of these payments the Company is
owed approximately $40,000 on the remaining balance of the note receivable.

NOTE 10 - Stock Options

Tilden Associates, Inc. Stock Option Plans

         From May 1998 to December 2003, the Company adopted several Tilden
Associates, Inc. Stock Option Plans ("the Plans") on an annual basis. Under the
terms of the Plans on, the Company has reserved 1,500,000 shares subject to
options or 3,000,000 shares subject to options. The Company may issue incentive
options for a term of no greater than ten years and non-incentive stock options
for a term of no greater than eleven years. The incentive stock options may be
issued with an exercise price of no less than 100% of the fair market value of
the stock at the time of the grant. However, in the case of employees holding
greater than 10% of the Company's common stock, the option price shall not be
less than 110% of the fair market value of the stock at the time of the grant
and the term of the option may not exceed five years. The non-incentive stock
options may be issued with an exercise price of no less than 50% of the fair
market value of the stock at the time of the grant. Additionally, options may be
granted to any eligible person for shares of common stock of any value provided
that the aggregate fair market value of the stock with respect to which
incentive stock options are exercisable for the first time during any calendar
year, shall not exceed $100,000. Additionally, the option price shall be paid in
full at the time of exercise in cash or, with the approval of the Board of
Directors, in shares of common stock. Further, if prior to the expiration of the
option the employee ceases to be employed by the Company, the options granted
will terminate 90 days after termination of the employee's employment with the
Company.

         During 1998, the Company granted non-incentive stock options to
purchase 368,300 shares of the Company's common stock at exercise prices ranging
from $.25 and $3.00. During 1999, 32,500 options were exercised at $.50 per
share and 141,500 options expired. During 2000, the Company granted options to
purchase 415,000 shares at $.25 per share and 54,600 options expired. As of
September 30, 2006, 17,000 options were unexercised and remain outstanding.

         During 2001, the Company granted non-incentive stock options to
purchase 1,010,000 shares of the Company's common stock at an exercise price of
$0.02. During 2003 two board members who held non-incentive stock options,
resigned. In accordance with the plan the unexercised options, granted to these
board members terminated. As of September 30, 2006, 850,000 were unexercised and
remain outstanding.

         During 2002, the Company granted non-incentive stock options to
purchase 1,345,000 shares of the Company's common stock at an exercise price of
$0.01. During 2003 two board members who held non-incentive stock options,
resigned. In accordance with the plan, the unexercised options granted to these
board members terminated. As of September 30, 2006, 1,300,000 were unexercised
and remain outstanding.

         During 2003, the Company granted non-incentive stock options to
purchase 1,300,000 shares of the Company's common stock under the 2003 Plan at
an exercise price of $0.01. As of September 30, 2006, 1,300,000 were unexercised
and remain outstanding.

         During 2004, the Company granted non-incentive stock options to
purchase 1,300,000 shares of the Company's common stock under the 2004 Plan at
an exercise price of $0.01. As of September 30, 2006, 1,300,000 were unexercised
and remain outstanding.

                                       12
<PAGE>

         During 2005, the Company granted non-incentive stock options to
purchase 1,300,000 shares of the Company's common stock under the 2005 Plan at
an exercise price of $0.02. As of September 30, 2006, 1,300,000 were unexercised
and remain outstanding.

         In July 2006, the Company and its directors were named as defendants in
a lawsuit instituted in the Chancery Court of the State of Delaware in and for
New Castle County. The action alleges that the exercise price of stock options
were in violation of the Company's stock option plan for the years 2001 through
2005, in that the options exercise price on the date of the grant were below the
requirements of the plans. The lawsuit was settled during September 2006 for
$20,000. As part of the settlement without conceding the accuracy or correctness
of the plaintiffs' allegations, the Company has decided to rescind the stock
options issued for the years 2001 through 2005 without prejudice to its right to
issue stock options in the future.

         Through December 31, 2005, the Company applied APB Opinion 25 in
accounting for its stock option plans. Accordingly, compensation costs are
recognized as the difference between the exercise price for each option and the
market price of the Company's stock at the date of grant. No compensation costs
were charged to income for the nine months ended September 30, 2006.

         On January 1, 2006, the Company adopted the fair value recognition
provisions of Statement of Financial Accounting Standards (SFAS) No. 123(R),
"Share-Based Payment," using the modified prospective method. During the nine
months ended September 30, 2006, the Company's results of operations reflected
no compensation.

         The fair value of each option granted is estimated on the date of grant
using the Black-Scholes option-pricing method. The Company uses historical data
to estimate the expected price volatility, the expected option life and the
expected forfeiture rate. The risk-free is based on the U.S. Treasury yield
curve in effect at the time of grant for the estimated life of the option. The
Company has not made any dividend payments nor does it have plans to pay
dividends in the foreseeable future.

NOTE 11 - Oilmatic Franchising Corp.

         On May 5, 2004, Oilmatic Franchising Corp., a wholly owned subsidiary
of the Company (Oilmatic), was formed for the purpose of selling franchises for
the system developed by Oilmatic International, LLC. (International) Through
December 31 2004, the Company advanced $79,258 to Oilmatic in connection with
its formation and the acquisition of the exclusive franchise rights for certain
locations from International. Oilmatic entered into a stipulation and agreement
in November, 2005 to settle their suit for $65,000 payable in eighteen equal
monthly installments including principal and interest of $3,611 commencing
January, 2006. As of September 30, 2006 the outstanding balance was $37,347.

Note 12 - Loans Receivable - Stockholders

         During the first quarter of 2006, the president of the Company, a
director and an employee of the Company, in aggregate, exercised 3,100,000 and
1,700,000 common stock options at $.01 and $.02 per share respectively, for an
aggregate amount due the Company of $65,000. The Company received notes for
$65,000 which bear interest at 9% per annum and are due and payable in full from
the proceeds of the sale of the stock or December 31, 2006, whichever is
earlier.

         During August 2006 as part of a legal settlement the loans receivable
were reversed.

NOTE 13 - Franchises and Market Area Activities

Franchises

         During the nine months ended September 30, 2006 and 2005, the Company
sold twelve new franchises and six new franchises during each period,
respectively. Throughout each year several franchises are returned to the
Company's control either through foreclosures or abandonment. As of September
30, 2006, the Company held 57 active franchised locations.

Market Areas

         During the nine months ended September 30, 2006, 4 new market areas
were sold.

                                       13
<PAGE>

NOTE 14 - Supplemental Cash Flow information

         Non-cash transactions recorded during the nine months ended September
30, 2006, consisted of: (1) the recording of a provision for bad debts of
$140,715 and (2) the recording of a depreciation and amortization of $1,944.
NOTE 15 - Company Owned Store

         During the year ending December 31, 2004, a franchisee of the Company
abandoned a store located in Trenton, New Jersey. The Company believes the
location and the lease have sufficient value to warrant utilizing some of its
resources to continue operating the store and retain the location while trying
to locate a new franchisee for that facility or a new assignee for the lease.
Since the Company is not regularly in the business of operating these facilities
and has limited resources, it has attempted to maintain this location while
incurring as little expense and effort as possible. Accordingly, it has not
installed the normal controls and reporting systems that it might otherwise
place into effect at this facility. The financial activity of this store is not
considered by management to be significant.


                                       14
<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

         The following discussion and analysis of financial condition and
results of operations should be read in conjunction with the Company's
consolidated financial statements and notes thereto included elsewhere herein.
The statements disclosed herein include forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended and Section 21E
of the Securities Exchange Act of 1934, as amended. The Company's actual results
could differ materially from those projected in the forward-looking statements
as a result of certain risks and uncertainties, including, but not limited to,
competition in the finance industry for franchising companies and retail
automobile and truck repair service, and other risks detailed from time to time
in the Company's filings with the Securities and Exchange Commission.

OVERVIEW
--------

         Tilden Associates, Inc. (the "Company") is a Delaware Corporation. Its
principal business is to sell automotive franchises and to administer and
support full service automotive repair centers carrying its trademarks. The
Company's operations are based at 300 Hempstead Turnpike, West Hempstead, New
York, 11552.

RESULTS OF OPERATIONS
---------------------

Three Months Ended September 30, 2006 vs Three Months Ended September 30, 2005
------------------------------------------------------------------------------

         Revenue increased to approximately $478,000 in the third quarter of
2006 from approximately $354,000 in the third quarter of 2005, representing a
35% increase. The increase in overall revenue was primarily attributed to an
increase in sales from operation of company owned stores, rental income and
sales of company owned locations of approximately $83,000, $34,000, and $22,000
respectively. These increases were offset by a decrease in royalty fees of
approximately $13,000. The increase in sales from operation of company owned
stores was attributable to an increase in the number of locations operated by
the company to 3 during the third quarter 2006, compared to 1 during the same
period in 2005. The increase in rental revenue was attributable to the increase
in new franchises obligated to the Company under sub-lease agreements in 2006.
The increase in sales of company owned locations was a result of the sale of 1
location during the third quarter 2006, compared to none during the same period
in 2005. The decrease in royalties was a result of fewer franchisees charged
royalties during the third quarter 2006 as compared to the same period in 2005.

         Operating costs increased to approximately $223,000 in the third
quarter of 2006 from approximately $148,000 in the third quarter of 2005,
representing a 51% increase. As a percentage of revenue, operating costs were
47% and 42%, respectively for the periods reported. The overall increase was
primarily attributable to increases in costs of operation of company owned
stores and rent paid for real estate sublet of approximately $53,000 and
$39,000, respectively. These increases have been offset by a decrease in broker
fees of approximately $16,000. The increase in costs of operation of company
owned stores was attributable to the increase in the number of locations
operated by the company during the third quarter 2006 over the same period in
2005. The increase in rent paid for sublease is a result of the increase in
franchise locations on which the Company is subleasing to franchisees in 2006.
The decrease in broker fees during the third quarter 2006 resulted from a
decrease in the initial franchise sales on which the Company was liable for a
broker's fee during the third quarter 2006 compared to the same period in 2005.

         Selling, general and administrative expenses increased to approximately
$224,000 in the third quarter of 2006 from approximately $164,000 in the third
quarter of 2005, representing a 37% increase. The changes in the composition of
selling, general and administrative expenses during the third quarter were
predominately attributed to an increase in salaries and wages, settlement costs
and fees and licenses of approximately $23,000, $20,000 and $8,000,
respectively. The increase in salaries paid was primarily attributable to
performance-based increases in overall compensation paid to employees in 2006.
The increase in settlement costs resulted from the settlement of a lawsuit
during the third quarter 2006 for $20,000. The increase in fees and licenses was
a result of the increase in state registration fees paid during the third
quarter of 2006 compared with the same period in 2005.

         The provision for income taxes increased to approximately $36,000 in
the third quarter of 2006 from approximately $13,000 in the third quarter of
2005.

Nine Months Ended September 30, 2006 vs Nine Months Ended September 30, 2005
----------------------------------------------------------------------------

         Revenue increased to approximately $1,614,000 through the third quarter
of 2006 from approximately $1,107,000 in the third quarter of 2005, representing
a 46% increase. The increase in overall revenue was primarily attributed to
increases in market area sales, initial franchise acquisition fees, rental

                                       15
<PAGE>

income, and sales of equipment purchased for resale of approximately $200,000,
$158,000, $142,000, and $74,000, respectively. These increases were offset by a
decrease in sales of Company owned locations of approximately $123,000. The
increase in market area sales was attributable to an increase in the number of
area rights sold from none in 2005 to four in 2006. The increase in initial
franchise acquisition fees was a result of the increase in the number of
franchise rights sold from six in 2005 to twelve in 2006. The increase in rental
revenue was attributable to the increase in new franchises obligated to the
Company under lease for their locations during 2006. The increase in sales of
equipment purchased for resale was primarily attributable to an increase in new
franchisees purchasing equipment and software during the first nine months in
2006 compared with the same period in 2005. The decrease in sales of Company
owned locations reflected the decrease in the sales prices of locations sold in
2006 as compared with sales during the same period in 2005.

         Operating costs increased to approximately $700,000 through the third
quarter of 2006 from approximately $523,000 through the third quarter of 2005,
representing a 34% increase. As a percentage of revenue, operating costs
decreased to 43% from 47%. The overall increase was attributable to increases in
rent paid for real estate sublet, costs of equipment for resale and broker fees
of approximately $180,000, $49,000, and $67,000 respectively. These increases
were offset by a decrease in costs of locations purchased for resale of
approximately $116,000. The increase in rent paid for sublease is a result of
the increase in franchise locations on which the Company is subleasing to
franchisees in 2006. The increase in broker fees was primarily attributable to
the increase in market area and initial franchise fee rights sold and on which
the Company was liable to brokers in 2006. The increase in costs of equipment
for resale is a result of the increase in equipment and software sold to new
franchisees in 2006. The decrease in costs of locations purchased for resale was
a result of a reduction in activity in the purchase and sale of locations sold
in 2006 as compared with the same period in 2005.

         Selling, general and administrative expenses increased to approximately
$671,000 through the third quarter of 2006 from approximately $488,000 through
the third quarter of 2005, representing a 37% increase. The changes in the
composition of selling, general and administrative expenses through the third
quarter were predominately attributed to increases in salaries and wages, bad
debt expense, travel and entertainment, and settlement costs of approximately
$79,000, $25,000, $20,000 and $20,000, respectively. The increase in salaries
and wages was primarily attributable to performance-based increases in
compensation costs paid to employees in 2006. The increase in bad debt expense
was primarily attributable to an increase in the number of franchises requiring
reserve for bad debt during the period. Travel and entertainment was primarily
attributable to the ongoing efforts of sales personnel to meet and acquire new
franchisees throughout the country. The increase in settlement costs reflected
the Company's settlement of a lawsuit for $20,000 in 2006 (see part II, legal
proceedings). These increases were partially offset by a decrease in advertising
expense of approximately $2,000.

         The provision for income taxes increased to approximately $125,000 in
the third quarter of 2006 from approximately $23,000 in the third quarter of
2005.

LIQUIDITY AND CAPITAL RESOURCES
-------------------------------

         Working capital at September 30, 2006 was approximately $801,000,
compared to working capital of approximately $648,000 at December 31, 2005. The
ratio of current assets to current liabilities was 2.3:1 at September 30, 2006
and 2.6:1 at December 31, 2005. Cash flow provided by operations through the
third quarter of 2006 was approximately $314,000 compared to the cash flow
provided by operations through the third quarter of 2005 of approximately
$170,000.

         Accounts receivable - trade, net of allowances, increased to
approximately $586,000 at September 30, 2006 from approximately $510,000 at
December 31, 2005.

         Accounts payable increased to approximately $173,000 at September 30,
2006 from approximately $96,000 at December 31, 2005.

         Although the Company plans to continue to expand to the extent that
resources are available, the Company has no firm commitments for capital
expenditures in other areas of its business.

         The Company has secured a $250,000 line of credit effective August 1,
2006 (see Financial Information, item 1, Notes to Condensed Consolidated
Financial Statements).

Critical Accounting Policies:
----------------------------

         In many cases, the accounting treatment of a particular transaction is
specifically dictated by accounting principles generally accepted in the United
States of America, with no need for management's judgment in their application.
In other cases, preparation of our unaudited condensed consolidated financial
statements for interim periods requires us to make estimates and assumptions
that affect the reported amount of assets and liabilities, disclosure of
contingent assets and liabilities at the date of the financial statements, and
the reported amounts of revenues and expenses during the reported period. There
can be no assurance that the actual results will not differ from those
estimates. Accounting policies whose application may have the most significant
effect on our reported results of operations and financial position and that

                                       16
<PAGE>

require judgments, estimates and assumptions by management that can affect their
application and our results of operations and financial positions, are:

Use of Estimates

         The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from the estimates.

Revenue Recognition

         The Company recognizes revenue in several ways: Initial fees from sale
of franchises, market area sales to market developer partners, royalties (as a
percentage of gross revenues) from franchisees, equipment sales, rental of
premises to franchisees and the operation of Company owned automotive repair
centers which are developed for potential sale to franchisees.

         Franchise fee revenue for initial franchise fees and from market area
sales to market developer partners is recognized upon the execution of a
franchise agreement and when all material services or conditions relating to the
sale have been successfully completed by the Company. Market developer partners
receive a percentage of royalty fees for development and management of their
market and are responsible for substantially all training and other services
required in opening new franchises in their regions.

         Equipment sales are recorded upon delivery and installation of
equipment to franchisees.


                                       17
<PAGE>

ITEM 3.  CONTROLS AND PROCEDURES

         As of the end of the period covered by this report, our management,
with the participation of our principal executive officer and of our principal
financial officer, evaluated the effectiveness of our "disclosure controls and
procedures," as defined in Rule 13a-15(e) under the Securities Exchange Act of
1934. Based on that evaluation, the officer concluded that, as of the date of
the evaluation, our disclosure controls and procedures were not effective to
provide reasonable assurance that information required to be disclosed in our
periodic filings under the Securities Exchange Act of 1934 is accumulated and
communicated to our management, including those officers, to allow timely
decisions regarding required disclosure in that we were unable to timely file
this report.

         During the period covered by this Report, there were no changes in our
internal control over financial reporting that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.


PART II - OTHER INFORMATION

Item 1.  Legal Proceedings

         In July 2006, the Company and its directors were named as defendants in
a lawsuit instituted in the Chancery Court of the State of Delaware in and for
New Castle County. The action alleges that the exercise price of stock options
were in violation of the Company's stock option plan for the years 2001 through
2005, in that the options exercise price on the date of the grant were below the
requirements of the plans. The lawsuit was settled during the third quarter 2006
for $20,000. As part of the settlement without conceding the accuracy or
correctness of the plaintiffs' allegations, the Company has decided to rescind
the stock options issued for the years 2001 through 2005 without prejudice to
its right to issue stock options in the future.

Item 2.  Changes in Securities and Use of Proceeds

         None.

Item 3.  Defaults Upon Senior Securities

         None.

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

         None.

Item 5.  Other Information

         None.

Item 6.  Exhibits

         (a)      Exhibits

                  31.1     Certification of Chief Executive Officer and Acting
                           Chief Financial Officer Pursuant to Section 302 of
                           the Sarbanes-Oxley Act of 2002.

                  32.1     Certification of the Chief Executive officer and
                           Acting Chief Financial Officer pursuant to 18 U.S.C.
                           Section 1350, as adopted pursuant to Section 906 of
                           the Sarbanes-Oxley Act of 2002.

         (b)      Reports on Form 8-K

                  None.

                                       18
<PAGE>

                                    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                       TILDEN ASSOCIATES, INC.
Date: December 14, 2006

                                       /s/ ROBERT BASKIND
                                       -----------------------------------------
                                       Robert Baskind
                                       Chairman of the Board, President,
                                       and Chief Executive


                                       19