UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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, 2005

Commission File Number 000-27435

GAMEPLAN, INC.

 (Exact name of registrant as specified in charter)

Nevada	87-0493596
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

3701 Fairview Road, Reno, Nevada	89511
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (775) 853-3980

Check  whether the issuer (1) filed all reports  required to be filed by Section13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X]  No [  ]

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

State the number of shares outstanding of each of the issuer's classes of common equity, as of the latest practicable date:  As of November 9, 2005 there were 15,225,000 shares of the Registrant's common stock issued and outstanding.

TABLE OF CONTENTS

ITEM NUMBER AND CAPTION

		PAGE
PART I
ITEM 1.	FINANCIAL STATEMENTS	3
ITEM 2.	MANAGEMENT'S DISCUSSION AND PLAN OF OPERATIONS	7
ITEM 3.	CONTROLS AND PROCEDURES	8
PART II
ITEM 1.	LEGAL PROCEEDINGS	9
ITEM 2.	CHANGES IN SECURITIES	9
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	9
ITEM 4.	SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS	9
ITEM 5.	OTHER INFORMATION	9
ITEM 6.	EXHIBITS AND REPORTS ON FORM 8-K	9

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PART I – FINANCIAL INFORMATION

Item 1.  Financial Statements.

GAMEPLAN, INC.

[A Development Stage Company]

Consolidated Balance Sheets

September 30, 2005

	September 30, 2005 (Unaudited)		December 31, 2004 (Audited)
ASSETS
Current Assets
Cash	$	620	$	376
Total Current Assets		620		376
Property, Plant, & Equipment [Net]		-		-
Total Assets	$	620	$	376
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Current Liabilities
Accrued Liabilities	$	-	$	-
Total Current Liabilities		-		-
Total Liabilities		-		-
Long-Term Liabilities
Payable to Shareholder		573,150		524,191
Total Long-Term Liabilities		573,150		524,191
Total Liabilities		573,150		524,191
Stockholders’ Equity
Common stock, $.001 par value, 40,000,000 shares authorized, 15,225,000 issued and outstanding		15,225		15,225
Additional Paid in Capital		727,566		727,566
Deficit accumulated during development stage		(1,315,321)		(1,266,605)
Total Stockholders’ Equity		(572,530)		(523,814)
Total Liabilities and Stockholder’ Equity	$	620	$	376

See accompanying notes to financial statements.

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GAMEPLAN, INC.

[A Development Stage Company]

Condensed Consolidated Statements of Operations

September 30, 2005 and 2004 and for the period from inception through September 30, 2005

(Unaudited)

	Three months ended September 30, 2005		Nine months ended September 30, 2005		Three months ended September 30, 2004		Nine months ended September 30, 2004		Inception through September 30, 2005
Revenues	$	-	$	40	$	-	$	-	$	932,284
Operating Expenses:
Advertising		225		8,347		-		-		8,347
General & Administrative Expenses		1,444		10,449		5,282		16,694		2,054,482
Operating Income (Loss)		(1,669)		(18,756)		(5,282)		(16,694)		(1,130,545)
Other Income and Expense
Interest Income		-		-		-		-		16,064
Interest Expense		(10,261)		(29,959)		(9,011)		(20,389)		(570,199)
Gain/(loss) on asset sales		-		-		-		-		(29,477)
Net Income (Loss) Before Taxes		(11,930)		(48,715)		(14,293)		(37,083)		(1,714,157)
Current Year Provision (benefit) for Income taxes		-		-		-		-		1,164
Net income/(loss) before extraordinary items		(11,930)		(48,715)		(14,293)		(37,083)		(1,715,321)
Extraordinary gain, net		-		-		-		-		400,000
Net Income (Loss)	$	(11,930)	$	(48,715)	$	(14,293)	$	(37,083)	$	(1,315,321)
Loss Per Share		(0.01)		(0.01)		(0.01)		(0.01)
Weighted Average Shares Outstanding		15,225,000		15,225,000		15,225,000		15,225,000

See accompanying notes to financial statements.

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GAMEPLAN, INC.

[A Development Stage Company]

Condensed Consolidated Statements of Cash Flows

September 30, 2005 and 2004 and for the period from inception through September, 2005

(Unaudited)

	For the Three Months ended September 30, 2005		For the Nine Months ended September 30, 2005		For the Three Months ended September 30, 2004		For the Nine Months ended September 30, 2004		Inception through September 30, 2005
Cash Flows From Operating Activities:
Net Income (Loss)	$	(11,930)	$	(48,715)	$	(14,293)	$	(37,083)	$	(1,315,321)
Adjustments to reconcile net profit to net cash provided by operating activities:
Depreciation Expense		-		-		68		202		174,645
Bad Debt Expense		-		-		-		-		911
Notes issued for interest		-		-		-		-		109,177
Stock issued for expenses		-		-		-		-		3,000
Loss on disposal of assets		-		-		-		-		29,477
Decrease in Accrued Liabilities		(337)		-		-		-		-
Increase (decrease) in Accrued Interest		10,261		29,959		(12,466)		1,089		220,111
Net Cash Flows From Operating Activities		(2,006)		(18,756)		(26,691)		(37,970)		(778,000)
Cash Flows From Investing Activities:
Capital expenditures		-		-		-		-		(520,761)
Proceeds from disposal of property		-		-		-		-		316,641
Net Cash Flows From Investing Activities		-		-		-		-		(204,120)
Cash Flows From Financing Activities:
Shareholder loan proceeds		2,000		19,000		27,477		38,977		1,473,967
Issued stock for cash		-		-		-		-		39,791
Payments on loans		-		-		-		-		(531,018)
Net Cash Flows From Financing Activities		2,000		19,000		27,477		38,977		982,740
Net Increase in Cash		(6)		244		786		1,007		620
Beginning Cash Balance		626		376		470		249		-
Ending Cash Balance	$	620	$	620	$	1,256	$	1,256	$	620
Supplemental Discloser of Cash Flow Information:
Cash paid for Taxes	$	-	$	-	$	-	$	-	$	-
Cash paid during the year for Interest	$	-	$	-	$	-	$	-	$	-

See accompanying notes to financial statements

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GAMEPLAN, INC.

[A Development Stage Company]

Notes to Condensed Consolidated Financial Statements

September 30, 2005

(Unaudited)

NOTE 1 - PRELIMINARY NOTE

The accompanying condensed consolidated financial statements have been prepared without audit, pursuant to the rules and regulations of the Securities and Exchange Commission.   Certain information and disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted.  These interim financial statements include all adjustments, consisting of normal recurring entries, which in the opinion of management, are necessary in order to make the financial statements not misleading.  It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-KSB for the year ended December 31, 2004.

NOTE 2 - RELATED PARTY TRANSACTIONS

During the quarter, a shareholder loaned the Company an additional $2,000.  The Payable to Shareholders accrued an additional $10,261 in interest for the three months ended September 30, 2005.

NOTE 3 - GOING CONCERN

The Company has incurred losses from inception, has a net working capital deficit, and has no operating revenue source as of September 30, 2005.  Financing the Company’s activities to date has primarily been the result of borrowing from a shareholder and others.  The Company’s ability to achieve a level of profitable operations and/or additional financing may impact the Company’s ability to continue as it is presently organized.  Management plans include continued development of the business, as discussed in NOTE 12 of the Company’s Annual Report on Form 10-KSB for the year ended December 31, 2004

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

Forward Looking Statements

From time to time, our representatives or we have made or may make forward-looking statements, orally or in writing.  Such forward-looking statements may be included in, but not limited to, press releases, oral statements made with the approval of an authorized executive officer or in various filings made by us with the Securities and Exchange Commission. Words or phrases "will likely result", "are expected to", "will continue", "is anticipated", "estimate", "project or projected", or similar expressions are intended to identify "forward-looking statements". Such statements are qualified in their entirety by reference to and are accompanied by the discussion of certain important factors included in the Company's Annual Report on Form 10-KSB for the fiscal year ended December 31, 2004 that could cause actual results to differ materially from such forward-looking statements.

Management is currently unaware of any trends or conditions other than those mentioned in this management's discussion and analysis that could have a material adverse effect on the Company's consolidated financial position, future results of operations, or liquidity.  However, investors should also be aware of factors that could have a negative impact on the Company's prospects and the consistency of progress in the areas of revenue generation, liquidity, and generation of capital resources.  These include: (i) variations in revenue, (ii) possible inability to attract investors for its equity securities or otherwise raise adequate funds from any source should the Company seek to do so, (iii) increased governmental regulation, (iv) increased competition, (v) unfavorable outcomes to litigation involving the Company or to which the Company may become a party in the future and, (vi) a very competitive and rapidly changing operating environment.

The risks identified here and in the Company's Form 10-KSB for the fiscal year ended December 31, 2004 are not all inclusive.  New risk factors emerge from time to time and it is not possible for management to predict all of such risk factors, nor can it assess the impact of all such risk factors on the Company's business or the extent to which any factor or combination of factors may cause actual results to differ materially from those contained in any forward-looking statements.  Accordingly, forward-looking statements should not be relied upon as a prediction of actual results.

The information set forth in the following discussion should be read with the financial statements of Gameplan, Inc. included elsewhere herein.

Plan of Operation

For the past several years the Company's President, Robert G. Berry, has been actively developing a comprehensive business plan for the Company. Initially, the plan focused exclusively on the use of Internet technology to offer the public a user-friendly and effective tool to seek qualified professional legal services matching specific legal needs.

During the third quarter of the Company's fiscal year ended December 31, 2000, the Company announced the completion of an expanded, comprehensive new business plan (the "New Plan").  The New Plan builds upon the Company's former concepts related to providing legal services.  However, the New Plan envisions the creation of multiple new subsidiaries and/or divisions of the Company for the purpose of providing a variety of new integrated products and services including financial services, insurance products, digital escrow services, advanced digital research, two member legal service organizations of licensed attorneys using Internet-based tools for locating and engaging legal counsel and an Internet "clicks to bricks" site through which all subsidiaries can be accessed.

The focus of the several business plans is dedicated to the satisfactory resolution of potential, threatened and actual conflict through products, services, information and proprietary technology.

The mission of the several business plans is to provide efficient and "win-win" resolutions to conflict through a family of divergent companies representing a total available market "TAM" of approximately 40+% of the gross domestic product of the U.S. and to oversight each company within this business ecosystem with divergent thought and action, ethical boundless leadership, empowerment and learning models with fixed and controlled processes.

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So conceived, the Company is a conglomerate of products, services, information and proprietary technology and is referred to in the Company's Web site as "The Business Ecosystem."

The Company anticipates that these proposed services will be developed and provided to the consumer based upon strict adherence to the business and professional model developed by Mr. Berry.  This model, known as "Integrative Conflict Resolution" (ICR") is the subject of a book titled "Beneath the Gavel" and authored by Mr. Berry.  The new e-book has two parts. The first part focuses on the present sick system of resolving conflict with attorneys and is particularly critical of the manner in which conflict is resolved with attorneys and insurance companies.  The focus of the second part is to offer specific educational, licensing, special interest, court and/or legislative reforms together with win-win action plan practice solutions, which is referred to in the Company's Web site as "Public Ecosystem."

Reference is made to the full summary of the New Plan, which is set forth in the Company's Annual Report on Form 10-KSB for the fiscal year ended December 31, 2004.

Since announcement, there have been no material developments in the business plan other than the completion of the Company's web site (http://conflictcare.com/).  No other elements of the New Plan have been implemented and the Company has no revenues from business operations. Implementation of the  New Plan is contingent upon the Company raising substantial amounts of working capital, locating and hiring a qualified management team, engaging multiple third-party service providers to design and implement a complex, Internet-based, information handling system for the Company and its proposed family of subsidiaries, and entering into agreements and alliances with attorneys, lending and financial service providers, insurance providers, and other risk-management professionals.  Significant aspects of the Company's New Plan are new and unproven in the marketplace.  Accordingly, there are substantial risks and uncertainties associated with investment in the Company which are more  fully set forth in the "Risk Factors" section of the Company's Annual Report on Form 10-KSB for the fiscal year ended  December 31,2004.

Under the New Plan, the Company will seek either debt, equity or a combination of debt/equity financing to launch the new plan in very defined and specific steps all with appropriate benchmarks and monuments and/or strategic alliances such as mergers and/or acquisitions  to develop in multiple phases a finance company, two insurance companies, two companies having a membership component for plaintiff and defense legal services, a third-party escrow company, and two legal-related Internet companies.  The Company intends to adhere strictly to the certain business and professional model of Integrative Conflict Resolution Techniques, which has been expounded in the recently published book, authored by Robert G. Berry the Company's President.

There may be market or other barriers to entry or unforeseen factors, which make the New Plan unfeasible. Accordingly, the Company may refine, rewrite, or abandon some or all elements of the New Plan.  In conjunction with the New Plan, or as an alternative thereto, the Company will continue to consider acquisition or merger opportunities with existing businesses, which may create business opportunities for the Company completely unrelated to the New Plan.

Apart from any cash requirements necessary to implement the New Plan, the Company will continue to incur expenses relating to maintenance of the Company in good standing, filing required reports with the SEC and other regulatory agencies, and investigating potential business ventures.  The Company believes that such additional maintenance expenses will be advanced by management or principal stockholders as loans to the Company.  During the quarter ended September 30, 2005 the principal stockholder loaned the Company $ 2,000 to fund the business operations.

Item 3.  Controls and Procedures

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Disclosure controls and procedures are controls and other procedures that are designed to ensure that information required to be disclosed in company reports filed or submitted under the Securities Exchange Act of 1934 (the "Exchange Act") is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission's rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed in company reports filed under the Exchange Act is accumulated and communicated to management, including the Company's Chief Executive Officer and Chief Financial Officer (the "Certifying  Officers"), as appropriate to allow timely decisions regarding required disclosure.

As required by Rules 13a-15 and 15d-15 under the Exchange Act, the Certifying Officers carried out an evaluation of the effectiveness of the design and operation of the Company's disclosure controls and procedures as of September 30, 2005. Their evaluation was carried out with the participation of other members of the Company's management.  Based upon their evaluation, the Certifying Officers concluded that the Company's disclosure controls and procedures were effective.

The Company's internal control over financial reporting is a process designed by, or under the supervision of, the Certifying Officers and effected by the Company's Board of Directors, management and other personnel, to provide reasonable assurance regarding the reliability of the Company's financial reporting and the preparation of the Company's financial statements for external purposes in accordance with generally accepted accounting principles.  Internal control over financial  reporting includes policies and procedures that pertain to the maintenance of records that in reasonable detail accurately and fairly reflect the transactions and dispositions of the Company's assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of the Company's financial statements in accordance with generally accepted accounting principles, and that the Company's receipts and expenditures are being made only in accordance with the authorization of the Company's Board of Directors and management; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of the Company's assets that could have a material effect on its financial statements.  There has been no change in the Company's internal control over financial reporting that occurred in the quarter ended September 30, 2005, that has materially affected, or is reasonably likely to affect, the Company's internal control over financial reporting.

PART II--OTHER INFORMATION

Item 1.  Legal Proceedings

None

Item 2.  Changes in Securities

None

Item 3.  Defaults upon Senior Securities

None

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

None

Item 5.  Other Information

None

Item 6.  Exhibits and Reports on Form 8-K

a.  Exhibits

9

31.1

Certification of Chief Executive Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.

31.2

Certification of Chief Financial Officer, pursuant to Rule 13a-14(a) of the Exchange Act, as enacted by Section 302 of the Sarbanes-Oxley Act of 2002.

32.1

Certification of, Chief Executive Officer and Chief Financial Officer, pursuant to 18 United States Code  Section  1350, as enacted by Section 906 of the Sarbanes-Oxley Act of 2002.

b.  Reports on Form 8-K

None

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SIGNATURES

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.

	GAMEPLAN, INC.
Date:  November 10, 2005	/s/ Robert G. Berry
	Robert G. Berry,
	President and Director

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