UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                                
                     WASHINGTON, D.C. 20549
                                
                           FORM 10-QSB

[X]      Quarterly report pursuant to Section 13 or 15 (d) of the
         Securities Exchange Act of 1934

          For the quarterly period ended June 30, 2005
                                        ----------------

                Commission File Number: 000-25947

                        NorMexSteel Inc.
-----------------------------------------------------------------------
         (Name of Small Business issuer in its Charter)
                                
          Florida                          65-0386286
-----------------------------------------------------------------------
(State or Other Jurisdiction of          (IRS Employer
 Incorporation or Organization)        Identification No.)
                                
                                
  478 East Altamont Dr., Ste. 108, Altamonte Springs, FL 32701
-----------------------------------------------------------------------
   (Address of Principal Executive Offices)             (Zip Code)
                                
                          705-739-9092
-----------------------------------------------------------------------
                   (Issuer's Telephone Number)
                                
 Securities registered under Section 12(b) of the Exchange Act:
                                
                              NONE

 Securities registered under Section 12(g) of the Exchange Act:

                   Common Stock, no par value


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

Check  if there is no disclosure of delinquent filers in response
to  Item 405 of Regulation S-B is contained in this form, and  no
disclosure  will  be  contained,  to  the  best  of  registrant's
knowledge,   in   definitive  proxy  or  information   statements
incorporated by reference or any amendment to this Form 10-QSB. [ ]


                                  



The  issuer is a developmental stage company, and as such has yet
to generate any substantial revenues.

The aggregate market value of the voting stock held by non-
affiliates of the registrant based on he closing bid price August
18, 2005 was approximately $882,000,000.

As  of  August 18, 2005 the issuer had approximately  280,955,000
shares of common stock outstanding.

Documents incorporated by reference: NONE

Transition Small Business Disclosure Format (check one):

               YES [ ]             NO [X]


                                  



                        NorMexSteel, Inc.
                                
                        Form 10-QSB Index
                                

                                                                      Page

Part I:   Financial Information                                        1

   Item 1.   Financial Statements (unaudited)                          1

             Condensed Consolidated Balance Sheet - June 30, 2005      1

             Condensed Consolidated Statements of Operations -
             Three months ended June 30, 2005 and 2004                 2

             Condensed Consolidated Statements of Operations -
             Six months ended June 30, 2005 and 2004 and cumulative
             for the period from March 23, 1999 (inception through
             June 30, 2005                                             3

             Condensed Consolidated Statements of Cash Flows -
             Six months ended June 30, 2005 and 2004                   4

             Notes to Financial Statements                             6

   Item 2.   Management's Discussion and Analysis or Plan of
             Operation                                                10

Part II:   Other Information

   Item 1.   Legal Proceedings                                        12

   Item 2.   Unregistered Sales of Equity and Use of Proceeds          12

   Item 3.   Defaults Upon Senior Securities                          13

   Item 4.   Submission of Matters to a Vote of Security Holders      13

   Item 5.   Other Information                                        13

   Item 6.   Exhibits                                                 13

SIGNATURES                                                            14


                                  



                 PART I. - FINANCIAL INFORMATION

Item 1. Financial Statements

                        NorMexSteel, Inc.
                         And Subsidiary
                  (A Development Stage Company)
              Condensed Consolidated Balance Sheet
                           (Unaudited)
                          June 30, 2005


                              Assets
                              ------
        Current assets:
           Cash                                                 $        370
                                                                ------------

              Total current assets                                       370

         Property and equipment, net                                   2,922
                                                                ------------

              Total assets                                      $      3,292
                                                                ============
           Liabilities and Stockholders' Deficiency
           ----------------------------------------

        Current liabilities:
           Accounts payable                                     $    184,848
           Accrued expenses                                        1,001,613
           Due to related parties                                    269,554
           Notes payable                                             226,466
                                                                ------------

              Total current liabilities                            1,682,481

        Stockholders' deficiency:
           Series 2001 convertible preferred stock                    42,470
           Series 2001A convertible preferred stock                        -
           Series 2001B convertible preferred stock                        -
           Class B preferred stock                                         -
           Common stock                                            4,673,783
           Deferred Compensation                                    (483,333)
           Deficit accumulated during the development stage       (5,912,109)
                                                                ------------

              Total stockholders' deficiency                      (1,679,189)
                                                                ------------

              Total liabilities and stockholders' deficiency    $      3,292
                                                                ============


See accompanying notes to the condensed consolidated financial statements.


                                  1



                        NorMexSteel, Inc.
                         And Subsidiary
                  (A Development Stage Company)
                                
         Condensed Consolidated Statements of Operations
                           (Unaudited)



                                          Three          Three
                                          Months         Months
                                          Ended          Ended
                                       June 30, 2005  June 30, 2004
                                       -------------  -------------
                                                

Gross revenues                         $         -    $         -
Cost of revenues                                 -              -
                                       -----------    -----------
   Net revenue                                   -              -

Operating Expenses                         216,415         47,496
                                       -----------    -----------

Loss from Operations                      (216,415)       (47,496)

Other income(expenses):
   Other income                                  -         52,122
   Interest expense                        (18,995)       (18,420)
                                       -----------    -----------

        Total other income(expense)        (18,995)        33,702
                                       -----------    -----------

        Net Loss                       $  (235,410)   $   (13,794)
                                       ===========    ===========
Loss per common share:
   Basic and Diluted                   $         -    $         -
                                       ===========    ===========
Weighted average common shares
outstanding:
   Basic and Diluted                   280,955,009      3,748,295
                                       ===========    ===========


See accompanying notes to the condensed consolidated financial statements.

                                
                                  2



                        NorMexSteel, Inc.
                         And Subsidiary
                  (A Development Stage Company)
                                
         Condensed Consolidated Statements of Operations
                           (Unaudited)


                                                                        Cumulative for
                                             Six             Six        the period from
                                            Months          Months      March 23,1999
                                            Ended           Ended       (inception) to
                                         June 30, 2005   June 30, 2004  June 30, 2005
                                         -------------   -------------  -------------
                                                               
Gross revenues                           $          -    $          -   $      45,744
Cost of revenues                                    -               -             264
                                         -------------   -------------  -------------
    Net revenue                                     -               -          45,480

Operating Expenses                            407,614         223,051       5,157,559
                                         -------------   -------------  -------------
Loss from Operations                         (407,614)       (223,051)     (5,112,079)

Other income(expenses):
   Other income                                 1,390          54,244         219,572
   Interest expense                           (19,449)       (114,228)       (479,575)
   Impairment of assets                             -               -        (315,027)
   Provision for loss on non-cancellable
     lease                                          -               -        (225,000)
                                         -------------   -------------  -------------
         Total other income(expense)          (18,059)        (59,984)       (800,030)


         Net Loss                        $   (425,673)   $   (283,035)   $ (5,912,109)
                                         =============   =============   ============
Loss per common share:
    Basic and Diluted                    $          -    $      (0.06) 
                                         ============    =============
Weighted average common shares
outstanding:
    Basic and Diluted                     167,763,865       4,706,984
                                         ============    =============


See accompanying notes to the condensed consolidated financial statements.

                                
                               3

                                
                                
                        NorMexSteel, Inc.
                         And Subsidiary
                  (A Development Stage Company)
                                
         Condensed Consolidated Statements of Cash Flows
                           (Unaudited)


                                                                                    Cumulative for
                                                           Six           Six        the period from
                                                          Months         Months     March 23, 1999
                                                          Ended          Ended      (inception) to
                                                      June 30, 2005  June 30, 2004  June 30, 2005
                                                      -------------------------------------------
                                                                           

Cash flows from operating activities
  Net Loss                                            $   (425,673)  $   (283,035)  $ (5,912,109)
  Adjustments to reconcile net loss to net cash
  used in operating activities
    Forgiveness of related party note payable                    -              -        (59,088)
    Depreciation and amortization                              583          1,064        295,047
    Loss on impairment of assets                                 -              -        315,027
    Provision for loss on non-cancelable leases                  -              -        225,000
    Bad debt expense                                             -              -         42,000
    Intrinsic value of stock options                             -              -        500,000
    Common stock issued for services                             -              -      2,055,405
    Amortization of deferred compensation                  100,000              -        116,667
      Increase(decrease) in cash caused by
      changes in:
         Other current assets                                  171          1,244              -
         Other assets                                            -         80,000              -
         Accounts payable                                     (713)        (9,642)       184,848
         Accrued expenses                                  236,995        143,094      1,004,169
         Due from related parties                           84,378        (46,744)       528,642
                                                      ------------   ------------   ------------
    Net cash used in operating activities                   (4,259)      (114,019)      (704,392)

Cash flows from investing activities:
 Acquisition of property and equipment                      (1,700)        (9,359)      (278,699)

Cash flows from financing activities
 Repayment of note payable to related party                      -              -       (200,000)
 Proceeds from issuance of preferred stock                       -              -         49,000
 Proceeds from issuance of common stock                          -        160,000      1,056,348
 Due to related parties                                          -          7,747       (399,353)
 Issuance of note receivable                                     -              -        (42,000)
 Payment for preferred stock                                     -              -        (32,000)
 Repayment/proceeds of notes payable                             -              -        551,466 
                                                      ------------   ------------   ------------
         Net cash provided by financing activities               -        167,747        983,461
                                                      ------------   ------------   ------------

              Net increase(decrease) in cash          $     (5,959)      $ 44,369   $        370

Cash at beginning of period                                  6,329         27,648              0
                                                      ------------   ------------   ------------

Cash at end of period                                 $        370   $     72,017   $        370
                                                      ============   ============   ============


See accompanying notes to the condensed consolidated financial statements.
                                
                                
                                  4

                                
                              
                               
                        NorMexSteel, Inc.
                         And Subsidiary
                  (A Development Stage Company)
                                
         Condensed Consolidated Statements of Cash Flows
                           (Unaudited)


                                                                                   Cumulative for
                                                         Six            Six         the period from
                                                         Months         Months      March 23,  1999
                                                         Ended          Ended       (inception) to
                                                      June 30, 2005  June 30, 2004  June 30, 2005
                                                      -------------------------------------------
                                                                           
Supplemental disclosure of cash flow information:
  Cash paid for interest                              $        -     $        -     $   33,495
                                                      ==========     ==========     ==========
Non-cash activity:
  Purchase of intangible assets from related party    $        -     $        -     $  399,353
  Reduction of capital lease obligation upon          ==========     ==========     ==========

  abandonment of assets                               $        -     $        -     $   65,006
                                                      ==========     ==========     ==========
  Satisfaction of Notes Payable and accrued interest
  by Third Party                                      $        -     $        -     $  487,500
                                                      ==========     ==========     ==========


See accompanying notes to the condensed consolidated financial statements.


                                  5


                        NorMexSteel, Inc.
                         And Subsidiary
                  (A Development Stage Company)
                                
      Notes to Condensed Consolidated Financial Statements
                           (Unaudited)

(1)    Statement of Information Furnished

       The    accompanying   unaudited   condensed   consolidated
       financial  statements  as of June 30,  2005  and  for  the
       cumulative period from March 23, 1999 (Inception) to  June
       30,  2005 have been prepared in accordance with accounting
       principles  generally  accepted in the  United  States  of
       America  for  interim financial information  and  pursuant
       with  the  rules  and  regulations of the  Securities  and
       Exchange  Commission  for Form 10-QSB.   Accordingly,  the
       condensed consolidated financial statements do not include
       all  the information and notes to the financial statements
       required  by  accounting principles generally accepted  in
       the  United  States  of  America  for  complete  financial
       statements.    In   the   opinion   of   management,   the
       accompanying  unaudited  condensed consolidated  financial
       statements  contain  all adjustments (consisting  of  only
       normal recurring adjustments) considered necessary  for  a
       fair  presentation of NorMexSteel, Inc.  and  Subsidiary's
       financial position, results of operations, and cash  flows
       for  the  periods  presented.   These  results  have  been
       determined on the basis of accounting principles generally
       accepted  in  the  United States of  America  and  applied
       consistently  with  those used in the preparation  of  the
       Company's financial statements.
       
       The  results  of operations for the interim periods  ended
       June  30, 2005 and 2004 are not necessarily indicative  of
       the  results  to  be expected for the  full  year.   These
       interim financial statements should be read in conjunction
       with  the  December  31,  2004  financial  statements  and
       related  notes included in the Company's Annual Report  on
       Form 10-KSB for the year ended December 31, 2004.
       
(2)    Loss Per Share
       
       Basic  income or loss per common share amounts  are  based
       on  the weighted average shares outstanding of 280,955,009
       and  3,748,295  for the three months ended June  30,  2005
       and  2004, respectively and 167,763,865 and 4,706,984  for
       the   six   months   ended  June  30,   2005   and   2004,
       respectively.  Diluted  income per  common  share  amounts
       reflect  the  potential  dilution  that  could  occur   if
       convertible  preferred  shares are converted  into  common
       stock.  No conversion is assumed if such conversion  would
       have  an  anti-dilutive effect on diluted loss per  common
       share amounts.
     
(3)    Recent Financial Accounting Standards
    
       In  December  2004, the FASB issued SFAS No. 123  (revised
       2004),  Share-Based Payment ("FAS 123(R)"), a revision  of
       SFAS No. 123 ("FAS 123").  The statement is effective  for


                                  6



       the  first interim or annual reporting period that  begins
       after  December  15,  2005.   This  Statement  establishes
       standards for the accounting for transactions in which  an
       entity  exchanges  its  equity instruments  for  goods  or
       services  and  addresses transactions in which  an  entity
       incurs liabilities in exchange for goods or services  that
       are  based  on  the  fair  value of  the  entity's  equity
       instruments  or  that may be settled by  the  issuance  of
       those  equity  instruments.  FAS 123 focuses primarily  on
       accounting  for  transactions in which an  entity  obtains
       employee  services  in  share-based payment  transactions.
       The   original  pronouncement,  issued  in  October  1995,
       defined a fair value based method of accounting for share-
       based  payments, but permitted companies to disclose  such
       payments  either employing the fair value based method  of
       accounting  or  by  using the intrinsic  value  method  as
       defined  by  APB  No. 25, Accounting for Stock  Issued  to
       Employees.   For companies reporting under  the  intrinsic
       value  method,  FAS  123 required  a  pro  forma  footnote
       disclosure  of the impact of the fair value  based  method
       for  financial reporting purposes.  The 2004  revision  to
       FAS  123,  FAS  123(R),  eliminates  the  intrinsic  value
       method  as  provided  by APB No. 25.  Depending  upon  the
       extent   to   which  the  Company  implements  share-based
       compensation plans, adoption of this statement could  have
       a  material  impact  on the Company's future  consolidated
       financial statements.
       
(4)    Acquisition of Grupo Industrial N.K.S., S.A., de CV

       As  of March 15, 2005, the Company completed a transaction
       resulting  in  the acquisition of 75% of  all  issued  and
       outstanding  shares of Grupo Industrial N.K.S.,  S.A.,  de
       CV  ("NKS")  in exchange for 250,000,000 of the  Company's
       common  restricted shares. NKS, a Mexican corporation,  is
       the  owner  of  a steel mill foundry and other  assets  in
       Lazaro  Cardenas,  Mexico.  NKS  has  represented  to  the
       Company  that the value of these hard assets has  a  value
       in  excess of USD$200,000,000; however, until such time as
       the  Company  has  completed a formal appraisal  of  these
       assets,  we  have chosen not to show any asset  value  for
       NKS  on  our  Balance  Sheet.  In  addition,  the  Company
       issued  30  million shares of restricted  common  stock to
       an unrelated  party as a finder's fee.
       
       NKS  is  currently  insolvent and their financial  records
       are  not  available at this time. As a result, the Company
       is  unable to consolidate the results of operations of NKS
       into  the  accompanying  condensed consolidated  financial
       statements.  The investment in NKS has been valued  at  $0
       at  June 30, 2005.  The Company is currently working  with
       its  financial  advisors  in Mexico  to  obtain  a  formal
       valuation, which will be disclosed in future filings.
   
(5)    Capitalization

       (A) COMMON STOCK

       At  June  30, 2005, the Company had approximately
       280,955,000 of common stock outstanding.


                                  7



       During  2004, the Company's Board authorized a  1  for  30
       reverse  stock  split, effective on  July  13,  2004.   On
       November  1,  2004, the Company effected an  additional  1
       for 10 reverse split.

       (B) PREFERRED STOCK
       
       Series 2001
       
       As  of  June  30,  2005,  22,100  shares  of  Series  2001
       Preferred Stock were issued and outstanding.

       Series 2001A
       
       During  the  first quarter of 2004, the Company  cancelled
       35,304,000   shares   of  its  Series  2001A   Convertible
       Preferred  stock  in voluntary conversions  to  35,304,000
       shares  of  its common stock. During the third quarter  of
       2004,  458,000  shares of  the  Series  2001A  Convertible
       Preferred  Stock were converted to 458,000 shares  of  its
       common  stock. As of June 30, 2005, the number  of  shares
       outstanding  of  Series 2001A Convertible Preferred  stock
       was 27,488,000.
       
       Series 2001B
       
       During February 2004, 526,667 common shares (adjusted  for
       stock  splits)  were  converted to  50,000,000  shares  of
       Class  B  Preferred stock. In November 2004,  the  Company
       repurchased  the  20,000,000 shares of class  B  Preferred
       Stock   from   the  non-related  party  for  approximately
       $32,000.  As  a  result,  30,000,000  shares  of  Class  B
       Preferred Stock are outstanding as of June 30, 2005.
       
(6)    Related Party Transactions
       
       The  president, current and former principal stockholders,
       and  certain employees from time to time made advances  or
       loans  to  the Company.  The unsecured  advances and loans
       have been made for financing and working capital purposes.
       At June 30,  2005, the total of such advances  and  loans,
       including accrued interest, was $269,554.
       
       The  Company  entered into an unsecured funding  agreement
       with  Tropical Ventures/Cazador Enterprises, a shareholder
       of  the  Company, whereby Tropical will lend  the  Company
       funds  under the following terms;  interest on outstanding
       amounts  of  10% per annum payable to Cazador Enterprises,
       a  10%  funding  fee on any drawdown payable  to  Tropical
       Ventures,  and no fixed repayment terms.  As of  June  30,
       2005,  no  borrowings  had  been  provided  through   this
       agreement.
       
(7)    Accrued Expenses

       Accrued  expenses  at  June  30,  2005  consisted  of  the
       following:


                                  8



                                              2005
                                              ----

         Accrued lease obligations     $      395,996
         Accrued interest                     134,697
         Accrued Professional Fees            190,920
         Accrued salaries                     280,000
                                          -----------
                                       $    1,001,613
                                          ===========

(8)   Notes Payable

      Notes  Payable as of June 30, 2005 was $226,466.   Interest
      accrues  at  various  rates between 9 and  12  percent  per
      annum.
      
(9)   Stock Options

      During  2004, the Company established a stock  option  plan
      under which options to purchase shares of common stock  may
      be  granted  to  employees,  directors,  officers,  agents,
      consultants and independent contractors.
      
      During  November 2004, the Company granted 1,000,000  stock
      options  to  the  Company's Chief Financial  Officer.   The
      options  have an exercise price of $1.00, vest immediately,
      and  have a term of three years.  At the grant date,  these
      options had an intrinsic value of $500,000.  For the  three
      and  six  months ended June 30, 2005, $50,000 and  $100,000
      of  which  has  been  charged as  a  deferred  compensation
      expense   to   Operating  Expenses  in   the   accompanying
      condensed  consolidated statements  of  operations.   These
      options  remain  outstanding at June 30,  2005,  are  fully
      exercisable, and have a remaining term of 29 months.
    
    
(10)  Subsequent Transactions
      
      The  Company  has  signed a letter of  intent  with  Global
      Steel  Holdings  ("GSH"), an Indian company  with  globally
      diverse  steel  interests.  The letter of intent  has  been
      extended  to  August 31, 2005, as noted  in  the  Company's
      most recent press release.  GSH intends to purchase 50%  of
      NorMexSteel's shares in NKS and in turn provide a  line  of
      credit  totaling  $60 million to settle  debt  and  provide
      working capital for the facility.
      
      At  the  end of July 2005, the Company utilized the funding
      note  provided by Tropical Ventures/Cazador Enterprises  to
      borrow $155,000 for working capital.
      
      
(11)  Going Concern Matters

      The    accompanying   condensed   consolidated    financial
      statements  have  been prepared on a going  concern  basis,
      which  contemplates  the  realization  of  assets  and  the
      satisfaction  of  liabilities  in  the  normal  course   of
      business.  Due  to  its  past financial  difficulties,  the


                                  9



      Company  has  accumulated  debt,  including  judgments  and
      accrued  interest, of approximately $1,700,000 relating  to
      its  current  and  former lines of business  and  maintains
      these   on   its  balance  sheet  as  current  liabilities.
      Interest  on  these  balances is  accruing  at  a  rate  of
      approximately $10,000 per quarter as of June 30, 2005.  The
      Company  is  continuing  in its efforts  to  resolve  these
      obligations  and  others  through  settlements.    However,
      there  is  no assurance that the Company will  be  able  to
      settle  in  terms agreeable to the Company and if  it  does
      not  do so, this will have a material adverse affect on the
      ability  of the Company to operate properly in the  future.
      As  shown  in  the  consolidated financial statements,  the
      Company  has  incurred cumulative losses  of  approximately
      $5,900,000 during its development stage.
      
      As  a   result   of  the  recent acquisition  of  NKS,  the
      Company's  primary  focus will be on  operating  the  steel
      foundry   business   in  Mexico  and  looking   for   other
      complementary  businesses in Mexico and in support  of  the
      steel  foundry operations.  These factors among others  may
      dictate  that the Company will be unable to continue  as  a
      going concern for a reasonable period of time.

Item 2.  Management Discussion and Analysis and Plan of Operation
-----------------------------------------------------------------

All  statements  contained herein that are not historical  facts,
including   but   not  limited  to,  statements   regarding   the
anticipated  future  capital requirements and future  development
plans  are  based on current  expectations. These statements  are
forward  looking  in  nature and involve a number  of  risks  and
uncertainties.  Actual results may differ materially.  Among  the
factors that could cause actual results to differ materially  are
the  following:  amount  of  revenues  earned  by  the  Company's
operations;  the availability of sufficient capital   to  finance
the  Company's  business  plan  on  terms  satisfactory  to   the
Company; general business and economic conditions; and other risk
factors  described in the Company's reports filed  from  time  to
time   with the Commission. The Company wishes to caution readers
not    to  place  undue  reliance  on  any  such  forward looking
statements,  which statements are made pursuant  to  the  Private
Securities Litigation Reform Act of 1995 and, as such, speak only
as of the date made.

Results of Operations
---------------------

Three  Months Ended June 30, 2005 versus Three Months Ended  June
30, 2004.

We  had no revenues for the three months ended June 30, 2005  and
2004.  There  is no assurance that we will any have  revenues  in
fiscal 2005.  As we had no revenues  in  this quarter, we  had no
cost of revenues for the quarters.

Operating expenses for the three months ended June 30, 2005  were
$216,415 compared to $47,496 for the three months ended June  30,
2004.  Other income for the three months ended June 30, 2005  was
$0  as compared to other income of $52,122 for three months ended
June  30,  2004.  Interest expense was $18,995 for  three  months
ended  June  30, 2005 versus $18,420 for the three  months  ended
June 30, 2004.


                                  10



The  Company's net loss for the three months ended June 30,  2005
was  $235,410,  as compared to a loss of $13,794  for  the  three
months ended June 30, 2004.


Six  Months Ended June 30, 2005 versus Six Months Ended June  30,
2004.

We  had  no revenues for the six months ended June 30,  2005  and
2004.  There  is no assurance that we will any have  revenues  in
fiscal  2005.  As we had no revenues  in  this  period, we had no
cost of revenues for this period.

Operating  expenses for the six months ended June 30,  2005  were
$407,614  compared to $223,051 for the six months ended June  30,
2004.   Other income for the six months ended June 30,  2005  was
$1,390  as compared to other income of $54,244 for the six months
ended June 30, 2004.  Interest expense was $19,449 for six months
ended June 30, 2005 versus $114,228 for the six months ended June
30, 2004.

The Company's net loss for the six months ended June 30, 2005 was
$425,623,  as compared to a loss of $283,035 for the  six  months
ended June 30, 2004.

Liquidity and Capital Resources
-------------------------------

On  June  30, 2005, the Company had a working capital deficit  of
approximately  $1,682,000. Since its inception, the  Company  has
continued  to  sustain  losses. The  Company's  operations  since
inception  have been funded by the sale of common  and  preferred
stock, and proceeds from both secured and unsecured loans.  These
funds have been used for working capital and capital expenditures
and  other  corporate purchases. The Company has  had  losses  of
approximately $5,900,000 since inception. The Company is  seeking
financing  through equity financing.  There can be  no  assurance
that  the  Company  will  be  able to  obtain  funding  at  terms
acceptable  to  the  Company.  These factors  indicate  that  the
Company may not be able to continue as a going concern.

Recent Accounting Pronouncements
--------------------------------

In  December  2004, the FASB issued SFAS No. 123 (revised  2004),
Share-Based  Payment ("FAS 123(R)"), a revision of SFAS  No.  123
("FAS 123").  For small business issuers, this Statement must  be
implemented at the beginning of the fiscal year that begins after
December 15, 2005. This Statement establishes standards  for  the
accounting  for  transactions in which an  entity  exchanges  its
equity   instruments   for  goods  or  services   and   addresses
transactions  in which an entity incurs liabilities  in  exchange
for  goods  or services that are based on the fair value  of  the
entity's  equity  instruments or  that  may  be  settled  by  the
issuance  of those equity instruments.  FAS 123 focuses primarily
on  accounting  for  transactions  in  which  an  entity  obtains
employee  services  in  share-based  payment  transactions.   The
original  pronouncement, issued in October 1995, defined  a  fair
value  based  method of accounting for share-based payments,  but
permitted  companies to disclose such payments  either  employing
the  fair  value  based  method of accounting  or  by  using  the
intrinsic  value method as defined by APB No. 25, Accounting  for
Stock  Issued  to Employees.  For companies reporting  under  the
intrinsic  value  method, FAS 123 required a pro  forma  footnote


                                  11



disclosure  of  the  impact of the fair value  based  method  for
financial reporting purposes.  The 2004 revision to FAS 123,  FAS
123(R), eliminates the intrinsic value method as provided by  APB
No.   25.   Depending  upon  the  extent  to  which  the  Company
implements  share-based  compensation  plans,  adoption  of  this
statement  could  have a material impact on the Company's  future
consolidated financial statements.


Off-Balance Sheet Arrangements
------------------------------

The  Company does not maintain off-balance sheet arrangements nor
does  it  participate in non-exchange traded contracts  requiring
fair value accounting treatment.

Item 3.  Controls and Procedures
--------------------------------

In  accordance  with Exchange Act Rules 13a-15  and  15d-15,  the
Company's   management  carried  out  an  evaluation   with   the
participation of the Company's Chief Executive Officer and  Chief
Financial  Officer, its principal executive officer and principal
financial  officer,  respectively, of the  effectiveness  of  the
Company's disclosure controls and procedures as of the end of the
period  covered  by this report. Based upon that evaluation,  the
Chief Executive Officer and Chief Financial Officer concluded  as
of  the  end of the period covered by this Form 10-QSB  that  the
Company's  disclosure controls and procedures  are  effective  in
timely  alerting  them to material information  relating  to  the
Company  required to be included in periodic reports filed  under
the  Securities Exchange Act of 1934, as amended. There  were  no
changes   in  the  Company's  internal  controls  over  financial
reporting  identified in connection with the  evaluation  by  the
Chief Executive Officer and Chief Financial Officer that occurred
during the Company's fourth quarter that have materially affected
or  are  reasonably  likely to materially  affect  the  Company's
internal controls over financial reporting.


PART II - OTHER INFORMATION
---------------------------


Item 1.  Legal Proceedings
--------------------------

Due  to  our financial difficulties, we defaulted on a number  of
debt  and  lease obligations. We have several judgments  totaling
approximately  $378,000  that were entered  against  us.  We  are
currently   trying   to   resolve   these   obligations   through
settlements. However, there is no assurance that we will be  able
to settle on terms favorable to us and if we are unable to do so,
this  will  have  a  material adverse affect on  our  ability  to
operate properly in the future.

On  May  3, 2005, we received a letter from Pedro Fenando  Arizpe
Carreon,  a  shareholder of Grupo Industrial NKS,  S.A.  DE  C.V.
("NKS"),  addressed  to Montague Securities International,  Ltd.,
the escrow agent for the transaction by which we acquired 75%  of
the  outstanding  shares of capital stock  of  NKS.  Mr.  Carreon
alleged  that  we  had breached the Purchase Agreement.  We  have
denied any breach of the purchase agreement and have advised  Mr.
Carreon  in  writing of this fact. On August 8, 2005, Normexsteel
filed a civil complaint, in Broward County, Florida, against  Mr.


                                  12



Carreon and Grupo Industrial NKS alleging breach of contract  and
tortuous  interference with a business relationship and requested
the  court  to  order temporary and permanent injunctive  relief,
declaratory  judgement  and  monetary  damages  for  the  alleged
interferences.


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

On  September 10, 2004, the holders of a majority of the Company'
outstanding voting shares executed a written consent amending the
Company's Articles of incorporation to increase the total  number
of   authorized  shares  of  the  Company's  Common  Stock   from
500,000,000 to 1,000,000,000.

As  of  March  15,  2005,  the Company  completed  a  transaction
resulting in the acquisition of 75% of all issued and outstanding
shares  of  Grupo  Industrial N.K.S.,  S.A.,  de  CV  ("NKS")  in
exchange  for  250,000,000  of  the Company's  common  restricted
shares. NKS, a Mexican corporation, is the owner of a steel  mill
foundry and other assets in Lazaro Cardenas, Mexico.

Item 3.  Defaults Upon Senior Securities
----------------------------------------
         Not applicable


Item 4.  Submission of Matters to a Vote of Security Holders
------------------------------------------------------------
         Not applicable


Item 5.   Subsequent Events
---------------------------

The  Company  has  signed a letter of intent  with  Global  Steel
Holdings  ("GSH"), an Indian company with globally diverse  steel
interests.  The letter of intent has been extended to August  31,
2005, as noted in the most recent press release.  GSH intends  to
purchase  50% of NorMexSteel's shares in Grupo NKS  and  in  turn
provide a line of credit totaling $60 million to settle debt  and
provide working capital for the facility.

At  the  end of July 2005, the Company utilized the funding  note
provided  by  Tropical  Ventures/Cazador  Enterprises  to  borrow
$155,000 for working capital.


Item 6.    Exhibits 
--------------------
   
     31.  Rule 13a-14(a)/15d-14(a) Certifications pursuant to
          Section 302 of the Sarbanes-Oxley Act of 2002.
     32.  Section 1350 Certification pursuant to Section 906 of the
          Sarbanes-Oxley Act of 2002.


                                  13





                           SIGNATURES

NorMexSteel Inc.


By /s/James Wolff
----------------------
James Wolff, President

Date: August 22, 2005


                                  14