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

                                   FORM 10-QSB

                                   (Mark One)

|X|   QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
      EXCHANGE ACT OF 1934 for the quarterly period ended December 31, 2005.

|_|   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF 1934 for the transition period from __________ to ________.

                       Commission file number: 000-49724

                                ACIES CORPORATION
                 (Name of Small Business Issuer in its charter)

           Nevada                                         91-2079553
 (State or other jurisdiction                  (IRS Employer Identification No.)
of incorporation or organization)

              14 Wall Street, Suite 1620, New York, New York 10005
                    (Address of principal executive offices)

                                 (800) 361-5540
                           (Issuer's telephone number)

Check whether 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 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 |_| No |X|

                      APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: As of February 6, 2006, the issuer
had 48,463,751shares of common stock, par value $.001 per share, issued and
outstanding.

Transitional Small Business Issuer Format (Check One): Yes |_| No |X|

<PAGE>

                                ACIES CORPORATION

                DECEMBER 31, 2005 QUARTERLY REPORT ON FORM 10-QSB

                                TABLE OF CONTENTS

[PAGE NUMBERS TO BE UPDATED]
                                                                            Page

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements (unaudited)

Consolidated Balance Sheet                                                     3

Consolidated Statements of Operations                                          4

Consolidated Statements of Cash Flows                                          5

Notes to Consolidated Financial Statements                                     6

Item 2. Management's Discussion and Analysis                                   8

Item 3. Controls and Procedures                                               10

PART II - OTHER INFORMATION

Item 1. Legal Proceedings                                                     12

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

Item 3. Defaults Upon Senior Securities                                       12

Item 4. Submission of Matters to a Vote of Security Holders                   12

Item 5. Other Information                                                     12

Item 6. Exhibits                                                              12

SIGNATURES                                                                    13

                                       2
<PAGE>

                          PART I. FINANCIAL INFORMATION

Item 1. Financial Statements.

                                ACIES CORPORATION
                           CONSOLIDATED BALANCE SHEET
                                   (Unaudited)
                             As of December 31, 2005

                                     ASSETS
Current Assets
  Cash                                                             $         14

  Accounts receivable, net                                            1,108,640
                                                                   ------------
    Total current assets                                              1,108,654

  Prepaid assets and deposit                                             41,042

  Fixed assets, net of accumulated depreciation of $9,007                33,180
                                                                   ------------
    Total Assets                                                   $  1,182,876
                                                                   ============

      LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
  Accounts payable                                                 $    940,685

  Accrued expenses                                                       11,784

  Note payable to officer                                                50,000
                                                                   ------------
    Total current liabilities                                         1,002,468
                                                                   ------------

Commitment and contingencies                                                 --

Shareholders' Equity
  Common stock, $.001 par value, 200,000,000 shares
    authorized, 46,813,751 shares issued and outstanding                 46,814

  Additional paid in capital                                          4,134,203

  Accumulated deficit                                                (4,000,609)
                                                                   ------------

    Total shareholders' equity                                          180,408
                                                                   ------------
    Total Liabilities and Shareholders' Equity                     $  1,182,876
                                                                   ============

                 See summary of significant accounting policies
                       and notes to financial statements.

                                       3
<PAGE>

                                ACIES CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
             Three and Nine Months Ended December 31, 2005 and 2004

<TABLE>
<CAPTION>
                                            Three Months Ended              Nine Months Ended
                                               December 31                     December 31
                                           2005            2004            2005            2004
                                       ------------    ------------    ------------    ------------
<S>                                    <C>             <C>             <C>             <C>
Net revenues                           $  2,716,075    $  1,160,607    $  6,409,761    $  2,739,579
Cost of revenues                          2,285,933         924,290       5,445,650       2,237,797
                                       ------------    ------------    ------------    ------------
Gross margin                                430,142         236,317         964,111         501,782

General, administrative and selling         520,385         576,220       1,526,282       3,128,567
                                       ------------    ------------    ------------    ------------

    Operating loss                          (90,243)       (339,903)       (562,171)     (2,676,785)

Loss on extinguishment of debt                   --         (72,447)        (28,453)        (72,447)
Interest expense                                 --          (3,000)         (1,063)         (6,000)
Interest income                                 108               9           4,087              61
                                       ------------    ------------    ------------    ------------

Net loss                               $    (90,135)   $   (415,341)   $   (587,600)   $ (2,705,171)
                                       ============    ============    ============    ============

Basic and diluted net loss per share   $      (0.00)   $      (0.01)   $      (0.01)   $      (0.09)
Weighted average shares outstanding      47,164,597      37,433,686      47,757,258      31,890,301
</TABLE>

                 See summary of significant accounting policies
                       and notes to financial statements.

                                       4
<PAGE>

                                ACIES CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                  Nine Months Ended December 31, 2005 and 2004

                                                   Nine Months Ended December 31
                                                   -----------------------------
                                                       2005            2004
                                                   ------------    ------------
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                         $   (587,600)   $ (2,705,171)
  Adjustments to reconcile net loss to cash
   used in operating activities:

    Depreciation expense                                  6,075           1,866

    Loss on extinguishment of debt                       28,453          72,447

    Bad debt expense                                      5,407              --

    Stock issued for services and refinancing                --       1,862,990

    Note payable issued for services                         --         200,000

    Warrant expense                                                      32,653
    Changes in assets and liabilities:

      Accounts receivable                              (670,358)       (326,711)

      Prepaid expenses and deposit                       (5,000)        (36,042)

      Stock payable                                          --          18,000
      Accounts payable and accrued expenses             446,569         243,614
                                                   ------------    ------------
CASH FLOWS USED IN OPERATING ACTIVITIES                (776,454)       (636,354)
                                                   ------------    ------------

CASH FLOWS USED IN INVESTING ACTIVITIES

  Purchase of fixed assets                              (16,896)        (20,578)
                                                   ------------    ------------

CASH FLOWS FROM (USED IN) FINANCING ACTIVITIES

  Proceeds from note payable to officer                  50,000              --

  Repurchase of common stock                             (5,000)             --

  Proceeds from sale of common stock                         --         650,000
                                                   ------------    ------------
CASH FLOWS FROM FINANCING ACTIVITIES
                                                         45,000         650,000
                                                   ------------    ------------

NET CHANGE IN CASH                                     (748,350)         (6,932)

  Cash, beginning of period                             748,364           7,847
                                                   ------------    ------------

  Cash, end of period                              $         14    $        915
                                                   ============    ============

  Supplemental disclosures:
  Cash paid for interest                           $      1,000    $         --

  Non-cash items:
    Conversion of debt to stock                    $    134,400    $    102,522

                 See summary of significant accounting policies
                       and notes to financial statements.

                                       5
<PAGE>

                                ACIES CORPORATION
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

NOTE 1 - BASIS OF PRESENTATION

The accompanying unaudited interim financial statements of Acies Corporation
("Acies") have been prepared in accordance with accounting principles generally
accepted in the United States of America and the rules of the Securities and
Exchange Commission ("SEC"), and should be read in conjunction with the audited
financial statements and notes thereto contained in Acies' Annual Report filed
with the SEC on Form 10-KSB for the year ended March 31, 2005. In the opinion of
management, all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of financial position and the results of
operations for the interim periods presented have been reflected herein. The
results of operations for the interim periods are not necessarily indicative of
the results to be expected for the full year. Notes to the financial statements
which would substantially duplicate the disclosure contained in the audited
financial statements for the year ended March 31, 2005 as reported in the 10-KSB
have been omitted. Our fiscal year ends on March 31. References to a fiscal year
refer to the calendar year in which such fiscal year ends.

NOTE 2 - STOCK-BASED COMPENSATION

Acies accounts for its employee stock-based compensation plans under Accounting
Principles Board ("APB") Opinion No. 25, Accounting for Stock Issued to
Employees. During the fiscal year ended March 31, 2005, Acies granted 2,768,737
options to purchase common stock to employees, which vest every quarter over
three years. In May 2005, Acies granted 922,900 options to an employee, which
vest every quarter over two years. In September 2005, Acies granted 100,000
options to an independent director, which vest every quarter over two years. All
of the options have an exercise price of $1.00 and expire 5 years from the date
of grant. Acies recorded compensation expense of $0 under the intrinsic value
method during the three and nine months ended December 31, 2005.

The following table illustrates the effect on net loss and net loss per share
if, Acies had applied the fair value provisions of FASB Statement No. 123,
Accounting for Stock-Based Compensation, to stock-based employee compensation
for the periods ended December 31:

<TABLE>
<CAPTION>
                                   Three Months Ended             Nine Months Ended
                                      December 31                     December31
                                  2005           2004            2005            2004
                             ------------    ------------    ------------    ------------
<S>                          <C>             <C>             <C>             <C>
Net loss as reported         $    (90,135)   $   (415,341)   $   (587,600)   $ (2,705,171)
Add:  stock-based
      compensation
      determined under
      intrinsic value                  --              --              --              --
Less: compensation
      determined under
      fair value-
      based method                (38,589)        (23,702)       (114,647)        (47,404)
                             ------------    ------------    ------------    ------------

Pro forma net loss           $   (128,724)   $   (439,043)   $   (702,247)   $ (2,752,575)
                             ============    ============    ============    ============

Basic and diluted net loss
per common share:

      As reported            $      (0.00)   $      (0.01)   $      (0.01)   $      (0.09)

      Pro forma              $      (0.00)   $      (0.01)   $      (0.01)   $      (0.09)
</TABLE>

                                       6
<PAGE>

The weighted average fair value at December 31, 2005 of all stock options
granted was $0.11. Variables used in the Black-Scholes option-pricing model
include (1) risk-free interest rate, (2) expected option life is the actual
remaining life of the options as of each year end, (3) expected volatility was
zero (minimal value), and (4) zero expected dividends.

NOTE 3 - EXTINGUISHMENT OF DEBT

Pursuant to an agreement dated November 17, 2004 with M&A Capital Advisers
("M&A"), 700,000 shares of Acies common stock were held by M&A as collateral for
a note in the amount of $100,000. Under the terms of the agreement, as of May
31, 2005, Acies converted the note payable into the Acies common stock which had
been held as collateral, which was valued at $134,400 at the time of the
conversion. After accounting for the principal and accrued interest repayment,
the remaining amount of $28,453 was charged to loss on extinguishment of debt.

NOTE 4 - NOTE PAYABLE TO OFFICER

On December 30, 2005, Acies borrowed $50,000 from Oleg Firer, President and
Chief Executive Officer, pursuant to a Promissory Note under which terms
interest would accrue to Mr. Firer at 8% per annum. The principal of the Note
was repaid in full on January 11, 2006, and any interest was forgiven.

NOTE 5 - RETIREMENT OF COMMON STOCK

On October 27, 2005, Acies retired 1,241,456 shares of common stock in two
separate transactions. In settlement of a claim against a former officer of the
Company, 1,041,456 shares of common stock were returned and retired in exchange
for $5,000. Pursuant to the Exchange Agreement in connection with the reverse
merger through which Acies became a public company, a third-party company which
had provided services to Acies in exchange for common stock returned 200,000
shares which were retired. Giving effect to these transactions, and the
restricted stock award discussed in Note 6, as of February 6, 2006, Acies had
48,463,751 common shares outstanding.

NOTE 6 - SUBSEQUENT EVENT - RESTRICTED STOCK AWARD

Effective February 1, 2006, Acies awarded 1,650,000 shares of common stock to
its chief financial officer, Jeffrey A. Tischler. All of the shares are
unregistered, 825,000 shares vested as of February 1, 2006, with the remaining
825,000 shares vesting as of August 1, 2006 assuming Mr. Tischler still has an
employment or service relationship with the company.

                                       7
<PAGE>

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

                           FORWARD LOOKING STATEMENTS

Some of the statements contained in this Form 10-QSB that are not historical
facts are "forward-looking statements" which can be identified by the use of
terminology such as "estimates," "projects," "plans," "believes," "expects,"
"anticipates," "intends," "will," or the negative or other variations, or by
discussions of strategy that involve risks and uncertainties. We urge you to be
cautious of the forward-looking statements, that such statements, which are
contained in this Form 10-QSB, reflect our current beliefs with respect to
future events and involve known and unknown risks, uncertainties and other
factors affecting our operations, market growth, services, products and
licenses. No assurances can be given regarding the achievement of future
results, as actual results may differ materially as a result of the risks we
face, and actual events may differ from the assumptions underlying the
statements that have been made regarding anticipated events. Factors that may
cause actual results, our performance or achievements, or industry results, to
differ materially from those contemplated by such forward-looking statements
include without limitation:

1. Our ability to attract and retain management, and to integrate and maintain
technical information and management information systems;

2. Our ability to generate customer demand for our services;

3. The intensity of competition; and

4. General economic conditions.

The foregoing is not intended to be an exhaustive list of all factors that could
cause actual results to differ materially from those expressed in
forward-looking statements made by Acies Corporation. Investors are encouraged
to review the risk factors set forth in Acies Corporation's most recent Form
10-KSB as filed with the Securities and Exchange Commission in June 2005.

All written and oral forward-looking statements made in connection with this
Form 10-QSB that are attributable to us or persons acting on our behalf are
expressly qualified in their entirety by these cautionary statements. Given the
uncertainties that surround such statements, you are cautioned not to place
undue reliance on such forward-looking statements.

OVERVIEW

Acies Corporation ("Acies"), through its wholly owned subsidiary Acies, Inc., is
engaged in the business of delivering payment processing and online banking
solutions to small, medium and large size merchants across the United States.
Our fiscal year ends on March 31. References to a fiscal year refer to the
calendar year in which such fiscal year ends.

On July 2, 2004, we acquired approximately 99.2%, and subsequently thereto
acquired the remaining 0.8%, of the issued and outstanding common stock of Acies
in exchange for 26,150,000 newly issued shares of our common stock pursuant to
an Exchange Agreement whereby Acies became our wholly-owned subsidiary (the
"Exchange"). As a result of the Exchange, control of our company shifted to the
former shareholders of Acies.

On July 13, 2004, we entered into an agreement with Terence Channon, our former
President and Chief Executive Officer, whereby we agreed to transfer all of our
assets held immediately prior to the Exchange, and all of our then existing
liabilities, to Terence Channon in consideration for Mr. Channon's cancellation
of 4,285,000 shares of our common stock. To facilitate this agreement, we also
entered into an agreement with a third party to purchase 200,000 shares of our
common stock held by a third party for $.001 per share (or an aggregate of
$200), which shares our Board of Directors have also approved for cancellation.

Our principal executive offices are located at 14 Wall Street, Suite 1620, New
York, NY 10005 and our telephone number is (800) 361-5540. We are incorporated
in the State of Nevada.

RESULTS OF OPERATIONS - THREE MONTHS ENDED DECEMBER 31, 2005 COMPARED WITH THREE
MONTHS ENDED DECEMBER 31, 2004

REVENUES

Net revenues increased $1,555,468 (or 134%) to $2,716,075 for the three months
ended December 31, 2005, as compared to net revenues of $1,160,607 for the three
months ended December 31, 2004. The increase in net revenues was principally due
to an increase in merchant processing revenues resulting from the addition of
new customers.

Cost of revenues increased $1,361,643 (or 147%) to $2,285,933 for the three
months ended December 31, 2005, as compared to cost of revenues of $924,290 for
the three months ended December 31, 2004. The increase in cost of revenues was
principally attributable to the increase in merchant processing costs that
resulted from increasing merchant processing revenues.

                                       8
<PAGE>

Gross margin increased $193,825 (or 82%) to $430,142 for the three months ended
December 31, 2005, as compared to gross margin of $236,317 for the three months
ended December 31, 2004. The increase in gross margin is directly attributable
to the increase in net revenues that was partially offset by the increase in
costs of revenues.

GENERAL, ADMINISTRATIVE AND SELLING EXPENSES

General, administrative and selling ("G&A") expense decreased $55,835 (or 10%)
to $520,385 for the three months ended December 31,2005, as compared to G&A
expense of $576,220 for the three months ended December 31,2004. The decrease in
G&A expense was primarily attributable to the Company having incurred in the
prior year period expenses for services in connection with becoming a public
company, which was principally paid for with the issuance of common stock valued
at $250,000, offset by increases in salaries, insurance and other G&A expenses
reflecting the growth of the Company.

INTEREST EXPENSE AND INTEREST INCOME

We had no interest expense and insignificant interest income for the three
months ended December 31, 2005, as compared to $3,000 of interest expense and
insignificant interest income for the three months ended December 31,2004.

NET LOSS

We had a net loss of $90,135 for the three months ended December 31,2005, as
compared to a net loss of $415,341 for the three months ended December 31,2004.
The decrease in net loss is principally attributable to the increase in gross
margin, with an additional positive impact resulting from the decrease in G&A
expense.

RESULTS OF OPERATIONS - NINE MONTHS ENDED DECEMBER 31, 2005 COMPARED WITH NINE
MONTHS ENDED DECEMBER 31, 2004

REVENUES

Net revenues increased $3,670,182 (or 134%) to $6,409,761 for the nine months
ended December 31, 2005, as compared to net revenues of $2,739,579 for the nine
months ended December 31, 2004. The increase in net revenues was principally due
to an increase in merchant processing revenues resulting from the addition of
new customers.

Cost of revenues increased $3,207,813 (or 143%) to $5,445,650 for the nine
months ended December 31, 2005, as compared to cost of revenues of $2,237,797
for the nine months ended December 31, 2004. The increase in cost of revenues
was principally attributable to the increase in merchant processing costs that
resulted from increasing merchant processing revenues.

Gross margin increased $462,329 (or 92%) to $964,111 for the nine months ended
December 31, 2005, as compared to gross margin of $501,782 for the nine months
ended December 31, 2004. The increase in gross margin is directly attributable
to the increase in net revenues that was partially offset by the increase in
costs of revenues.

GENERAL, ADMINISTRATIVE AND SELLING EXPENSES

General, administrative and selling ("G&A") expense decreased $1,602,285 (or
51%) to $1,526,282 for the nine months ended December 31, 2005, as compared to
G&A expense of $3,128,567 for the nine months ended December 31, 2004. The
decrease in G&A expense was primarily attributable to the Company having
incurred in the prior year period expenses for services in connection with
becoming a public company, which was principally paid for with the issuance of
common stock valued at $1,862,990.

LOSS ON EXTINGUISHMENT OF DEBT

During the nine months ended December 31, 2005, the Company incurred a loss of
$28,453 on extinguishment of debt resulting from the conversion of $100,000 of
debt and $5,947 of accrued interest into 700,000 shares of common stock. During
the nine months ended December 31, 2004 we incurred a loss of $72,447 on
extinguishment of debt resulting from the conversion of $100,000 of debt and
$2,522 of accrued interest into 700,000 shares of common stock.

INTEREST EXPENSE AND INTEREST INCOME

We had interest expense of $1,063 and interest income of $4,087 for the nine
months ended December 31, 2005, as compared to $6,000 of interest expense and
insignificant interest income for the nine months ended December 31, 2004.

NET LOSS

We had a net loss of $587,600 for the nine months ended December 31, 2005, as
compared to a net loss of $2,705,171 for the nine months ended December 31,
2004. The decrease in net loss is principally attributable to the decrease in
G&A expense, with additional positive impact from the increase in gross margin.

                                       9
<PAGE>

LIQUIDITY AND CAPITAL RESOURCES

Total current assets as of December 31, 2005 were $1,108,654, consisting almost
entirely of net accounts receivable. Total current liabilities of $1,002,468
consisted of $940,685 in accounts payable, $11,784 in accrued expenses, and a
$50,000 note payable to Oleg Firer, President and Chief Executive Officer of the
Company. The Company borrowed these funds on December 31, 2005 and repaid the
note in full on January 11, 2006. As of December 31, 2005, we had working
capital of $106,186. The ratio of current assets to current liabilities was 111%
as of December 31, 2005.

Cash used in operating activities was $776,454 during the nine months ended
December 31, 2005, as compared with $636,354 during the nine months ended
December 31, 2004. The increase in cash used in operating activities reflects
the outlays necessary to achieve the growth in revenues, which should ultimately
result in positive operating cash flow.

As of May 31, 2005, Acies converted $105,947 of debt and accrued interest into
700,000 shares of stock, which had been held by M&A Capital Advisers ("M&A") as
collateral, valued at $134,400 (See Note 3 to the financial statements).

While Acies believes that it has sufficient current assets and operating cash
flow to sustain operations at its present level through the next twelve months
of operation, continued growth and reaching sustained profitability would
require additional financing. With no debt subsequent to January 11, 2006, the
Company is currently seeking and believes it can secure adequate financing
through various debt and/or equity channels. We do not have any commitments or
identified sources of additional capital from third parties or from our
officers, directors or majority shareholders. There is no assurance that
additional financing will be available on favorable terms, if at all. If we
should need to and are unable to raise such additional financing, it would have
a materially adverse effect upon our operations and our ability to fully
implement our business plan.

OFF BALANCE SHEET ARRANGEMENTS

We do not have any off balance sheet arrangements that are reasonably likely to
have a current or future effect on our financial condition, revenues, results of
operations, liquidity or capital expenditures.

CRITICAL ACCOUNTING POLICIES

Our discussion and analysis of our financial condition and results of operations
is based upon our financial statements, which have been prepared in accordance
with accounting principles generally accepted in the United States. The
preparation of these financial statements requires us to make estimates and
judgments that affect the reported amounts of assets, liabilities, revenues and
expenses, and related disclosure of any contingent assets and liabilities. On an
on-going basis, we evaluate our estimates. We base our estimates on various
assumptions that we believe to be reasonable under the circumstances, the
results of which form the basis for making judgments about carrying values of
assets and liabilities that are not readily apparent from other sources. Actual
results may differ from these estimates under different assumptions or
conditions.

We believe the following critical accounting policies affect our more
significant judgments and estimates used in the preparation of our financial
statements:

Revenue Recognition. We recognize revenue when persuasive evidence of an
arrangement exists, delivery has occurred, the sales price is fixed or
determinable, and collectibility is reasonably assured. Substantially all of our
revenue is derived from providing credit and debit card processing services, and
it is recognized when the services are rendered.

EFFECT OF RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

In December 2004, the FASB issued SFAS No. 123R, "Share-Based Payment." SFAS No.
123R establishes standards for the accounting for transactions in which an
entity exchanges its equity instruments for goods or services. This Statement
focuses primarily on accounting for transactions in which an entity obtains
employee services in share-based payment transactions. SFAS No. 123R requires
that the fair value of such equity instruments be recognized as expense in the
historical financial statements as services are performed. Prior to SFAS No.
123R, only certain pro forma disclosures of fair value were required. SFAS No.
123R shall be effective for small business issuers as of the beginning of the
first interim or annual reporting period that begins after December 15, 2005.
The impact of the adoption of this new accounting pronouncement would be similar
to Acies' calculation of the pro forma impact on net income of FAS 123 included
in the footnotes to the financial statements.

Item 3. Controls and Procedures

Disclosure Controls and Procedures.

As of the end of the period covered by this report, the Company's management,
with the participation of the Company's chief executive officer and chief
financial officer, evaluated the effectiveness of the Company's disclosure
controls and procedures (as such term is defined in Rule 13a-15(e) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act")). Based on such
evaluation, the Company's chief executive officer and chief financial officer
have concluded that the Company's disclosure controls and procedures were
effective as of the end of the period covered by this report, to ensure that the
information required to be disclosed by the Company in the reports that it files
or submits under the Exchange Act is recorded, processed, summarized and
reported, within the time periods specified in the Commission's rules and forms.

                                       10
<PAGE>

Internal Control Over Financial Reporting.

There have not been any changes in the Company's internal control over financial
reporting (as such term is defined in Rule 13a-15(f) under the Exchange Act)
during the last fiscal quarter to which this report relates that have materially
affected, or are reasonably likely to materially affect, the Company's internal
control over financial reporting.

                                       11
<PAGE>

                           Part II - OTHER INFORMATION

Item 1. Legal Proceedings

The Company is not subject to any legal proceedings.

Item 2. Unregistered Sales of Equity 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

Exhibit
Number    Description

10.1      Restricted Stock Award Agreement (filed herewith)

31.1      Certification by Oleg Firer, Chief Executive Officer, pursuant to
            Section 302 of the Sarbanes-Oxley Act of 2002. (filed herewith)

31.2      Certification by Jeffrey A. Tischler, Chief Financial Officer,
            pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (filed
            herewith)

32.1      Certification by Oleg Firer, Chief Executive Officer, pursuant to
            Section 906 of the Sarbanes-Oxley Act of 2002. (filed herewith)

32.2      Certification by Jeffrey A. Tischler, Chief Financial Officer,
            pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. (filed
            herewith)

                                       12
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized, on this 14th day of
February 2006.

                                ACIES CORPORATION

By: /s/ Oleg Firer
    -------------------------
    Oleg Firer
    Chief Executive Officer

By:  /s/ Jeffrey A. Tischler
     ------------------------
     Jeffrey A. Tischler
     Chief Financial Officer

In accordance with the requirements of Section 13 or 15(d) of the Exchange Act,
the registrant caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.

         SIGNATURE                        TITLE                    DATE
----------------------------  -----------------------------  -------------------

By: /s/ Oleg Firer              Chairman of the Board,        February 14, 2006
    ----------------------       President and Chief
        Oleg Firer                Executive Officer

                                       13
