-----BEGIN PRIVACY-ENHANCED MESSAGE-----
Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
Originator-Key-Asymmetric:
 MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen
 TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB
MIC-Info: RSA-MD5,RSA,
 W0zV8xH3LbmJzhqlw7lquKRqrm+aSKDshsmwN5AMuY3fnQiOh+Ymr3VhwrRBSr8l
 E3xH7OtL6fT83RsqVEosVA==

<SEC-DOCUMENT>0001269678-06-000040.txt : 20060215
<SEC-HEADER>0001269678-06-000040.hdr.sgml : 20060215
<ACCEPTANCE-DATETIME>20060214174835
ACCESSION NUMBER:		0001269678-06-000040
CONFORMED SUBMISSION TYPE:	10QSB
PUBLIC DOCUMENT COUNT:		5
CONFORMED PERIOD OF REPORT:	20051031
FILED AS OF DATE:		20060215
DATE AS OF CHANGE:		20060214

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MARWICH II LTD
		CENTRAL INDEX KEY:			0000738214
		STANDARD INDUSTRIAL CLASSIFICATION:	REAL ESTATE AGENTS & MANAGERS (FOR OTHERS) [6531]
		IRS NUMBER:				840925128
		STATE OF INCORPORATION:			CO
		FISCAL YEAR END:			0131

	FILING VALUES:
		FORM TYPE:		10QSB
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-51354
		FILM NUMBER:		06618041

	BUSINESS ADDRESS:	
		STREET 1:		12773 FOREST HILL BOULEVARD
		CITY:			WEST PALM BEACH
		STATE:			FL
		ZIP:			33414
		BUSINESS PHONE:		561-798-2907

	MAIL ADDRESS:	
		STREET 1:		12773 FOREST HILL BOULEVARD
		CITY:			WEST PALM BEACH
		STATE:			FL
		ZIP:			33414
</SEC-HEADER>
<DOCUMENT>
<TYPE>10QSB
<SEQUENCE>1
<FILENAME>marwich10q103105.txt
<TEXT>

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549


                                   FORM 10-QSB


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


                 For the quarterly period ended October 31, 2005


                        Commission File Number: 2-98191-D


                                Marwich II, Ltd.
        ----------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


            Colorado                                       84-0925128
- -------------------------------               ---------------------------------
(State of other jurisdiction of               (IRS Employer Identification No.)
 incorporation or organization)


             12773 Forest Hill Boulevard, West Palm Beach, FL 33414
           ----------------------------------------------------------
           (Address of principal executive offices including zip code)


                                 (561) 798-2907
                           --------------------------
                           (Issuer's telephone number)



Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15(d) of the Exchange Act during the preceding 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              No X
                               ---             ---

As of February 14, 2006, the Registrant had 946,416 shares of common stock, no
par value per share, outstanding.

Transitional Small Business Disclosure Format (check one): Yes      No X
                                                              ---     ---

<PAGE>

                                      INDEX
                                      -----

                                                                     Page
                                                                    Number
                                                                    ------

Part I.           Financial Information

   Item I.  Financial Statements

            Balance Sheets as of October 31, 2005
             (unaudited) and January 31, 2005                         2

            Statements of Operations, Three Months
              Ended October 31, 2005 and 2004 (unaudited)             3

            Statements of Operations, Nine Months
              Ended October 31, 2005 and 2004 (unaudited              4

            Statements of Cash Flows, Nine Months
              Ended October 31, 2005 and 2004 (unaudited)             5

            Notes to Financial Statements                             6

   Item 2.  Management's Discussion and Analysis of
                       Financial Conditions and Results of
                       Operations                                     7

Part II.  Other Information                                           8




                                       1
<PAGE>


                                Marwich II, Ltd.
                          (A Development Stage Company)
                                 BALANCE SHEETS

                                     ASSETS

                                                October 31,    January 31,
                                                    2005           2005
                                                (Unaudited)    (See Note 1)
                                                -----------    -----------

Current Assets:
   Cash                                              11,566         19,931
                                                -----------    -----------
  Total Current Assets                               11,566         19,931
                                                -----------    -----------
  Total Assets                                  $    11,566    $    19,931
                                                ===========    ===========


                      LIABILITIES AND STOCKHOLDERS' EQUITY

Current Liabilities:
  Accounts payable                                      610            648
                                                -----------    -----------
  Total Current Liabilities                             610            648
                                                -----------    -----------

Stockholders' Equity:
 Preferred stock, $.01 par value;
  1,000,000 shares authorized, none
  issued and outstanding                               --             --
 Common Stock, no par value,
  20,000,000 shares authorized
  946,416 shares issued and
  outstanding                                       333,567        333,567
 Accumulated (deficit)                             (303,567)      (303,567)
 Accumulated (deficit) during the
  development stage                                 (19,044)       (10,717)
                                                -----------    -----------
Total Stockholders' Equity                           10,956         19,283
                                                -----------    -----------

Total Liabilities and Stockholders' Equity      $    11,566    $    19,931
                                                ===========    ===========


    The accompanying notes are an integral part of the financial statements.

                                       2
<PAGE>

                                Marwich II, Ltd.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                      Three Months Ended
                                                  October 31,   October 31,
                                                      2005          2004
                                                  -----------   -----------

Revenues                                          $      --     $      --
                                                  -----------   -----------

Operating Expenses:
  Professional fees                                       300          --
  Administrative and other                                310          --
                                                  -----------   -----------
Net (Loss)                                        $       610          --
                                                  -----------   -----------

Per Share                                         $       nil   $       nil
                                                  ===========   ===========

Weighted Average Number of Shares Outstanding         946,416       946,416
                                                  ===========   ===========






The accompanying notes are an integral part of the financial statements.

                                       3
<PAGE>

                                Marwich II, Ltd.
                          (A Development Stage Company)
                            STATEMENTS OF OPERATIONS
                                   (Unaudited)

                                                               For the
                                                             Period from
                                                             October 13,
                                                            2004 (date of
                                                             development
                                   Nine Months Ended       stage) through
                              October 31,     October 31,    October 31,
                                 2005            2004           2005
                             ------------    ------------   ------------

Revenues                     $       --      $       --     $       --
                             ------------    ------------   ------------

Operating Expenses:
 Professional fees                  7,020            --           16,730
 Administrative and other           1,307            --            2,314
                             ------------    ------------   ------------
                                    8,327            --           19,044
                             ------------    ------------   ------------
Net (Loss)                   $     (8,327)           --          (19,044)
                             ------------    ------------   ------------

Per Share                    $       (.01)   $        nil   $       (.02)
                             ============    ============   ============

Weighted Average Number of
 Shares Outstanding               946,416         946,416        943,151
                             ============    ============   ============




The accompanying notes are an integral part of the financial statements.

                                       4
<PAGE>

                                Marwich II, Ltd.
                          (A Development Stage Company)
                            STATEMENTS OF CASH FLOWS
                                   (Unaudited)

                                                                      For the
                                                                    Period from
                                                                    October 13,
                                                                   2004 (date of
                                                                    development
                                          Nine Months Ended       stage) through
                                     October 31,     October 31,    October 31,
                                        2005            2004           2005
                                    ------------    ------------   ------------

Cash Flows from Operating
 Activities:
  Net (loss)                        $     (8,327)   $       --     $    (19,044)
  Adjustment to reconcile net
   (loss) to net cash provided
    by operating activities:
  Increase (decrease) in accounts
    payable                                  (38)           --              610
                                    ------------    ------------   ------------
Net Cash Provided by Operating
 Activities                               (8,365)           --          (18,434)
                                    ------------    ------------   ------------

Cash Flows from Investing
 Activities                                 --              --             --
                                    ------------    ------------   ------------

Cash Flows from Financing
 Activities
  Common stock issued for cash              --              --           30,000
                                    ------------    ------------   ------------
Net cash provided by financing
 Activities                                 --              --           30,000
                                    ------------    ------------   ------------

Increase (decrease) in Cash               (8,365)           --           11,566

Cash, Beginning of Period                 19,931            --             --
                                    ------------    ------------   ------------
Cash, End of Period                       11,566    $       --     $     11,566
                                    ============    ============   ============
Interest Paid                       $       --      $       --     $       --
                                    ============    ============   ============
Income Taxes Paid                   $       --      $       --     $       --
                                    ============    ============   ============



The accompanying notes are an integral part of the financial statements.

                                       5
<PAGE>

                                Marwich II, Ltd.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                          October 31, 2005 (Unaudited)


(1)   Unaudited Financial Statements

The balance sheet as of October 31, 2005, the statements of operations and the
statements of cash flows for the three month and nine month periods ended
October 31, 2005 and 2004, have been prepared by Marwich II, Ltd.. (Company)
without audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures, normally
included in the financial statements prepared in accordance with accounting
principles generally accepted in the United States of America, have been
condensed or omitted as allowed by such rules and regulations, and the Company
believes that the disclosures are adequate to make the information presented not
misleading. In the opinion of management, all adjustments (which include only
normal recurring adjustments) necessary to present fairly the financial
position, results of operations and changes in financial position at October 31,
2005 and for all periods presented, have been made.

It is suggested that these statements be read in conjunction with the January
31, 2005 audited financial statements and the accompanying notes included in the
Company's Annual Report on Form 10-KSB, filed with the Securities and Exchange
Commission.

(2)   Basis of Presentation - Going Concern

The accompanying financial statements have been prepared in conformity with
generally accepted accounting principles in the United States of America, which
contemplates continuation of the Company as a going concern. However, the
Company has limited working capital and no active business operations, which
raises substantial doubt about its ability to continue as a going concern.

In view of these matters, realization of certain of the assets in the
accompanying balance sheet is dependent upon continued operations of the
Company, which in turn is dependent upon the Company's ability to meet its
financial requirements, raise additional capital, and the success of its future
operations.

Management has opted to resume the filing of Securities and Exchange Commission
(SEC) reporting documentation and then to seek a business combination.
Management believes that this plan provides an opportunity for the Company to
continue as a going concern.





                                       6
<PAGE>


                                     ITEM 2

                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS


Marwich II, LTD., (the "registrant" or "Company") was incorporated under the
laws of the state of Colorado on August 16, 1983. The registrant was organized
to engage in the acquisition of assets and properties which management believes
has good business potential and the company acquired a number of real estate and
promissory note properties. The Company may seek to acquire a controlling
interest in such entities in contemplation of later completing an acquisition.
The Company is not limited to any operation or geographic area in seeking out
opportunities.

The Company generated no revenues during the quarter ended October 31, 2005, and
management does not anticipate any revenues until following the conclusion of a
merger or acquisition, if any, as contemplated by the Company's business plan.

The Company has no capital. The Company anticipates operational costs will be
limited until such time as significant evaluation work is undertaken regarding
prospective mergers or acquisitions.

At October 31, 2005, the Company had no material commitments for capital
expenditures.





                                       7
<PAGE>

                           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.

          31.1    Certification of Chief Executive       Filed herewith
                  Officer pursuant to Section 302 of     electronically
                  the Sarbanes-Oxley Act of 2002

          31.2    Certification of Chief Financial       Filed herewith
                  Officer pursuant to Section 302 of     electronically
                  the Sarbanes-Oxley Act of 2002

          32.1    Certification of Chief Executive       Filed herewith
                  Officer pursuant to 18 U.S.C.          electronically
                  Section 1350

          32.2    Certification of Chief Financial       Filed herewith
                  Officer pursuant to 18 U.S.C.          electronically
                  Section 1350

         (b) Reports on Form 8-K.  None.






                                       8
<PAGE>

                                   SIGNATURES

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

Marwich II, Ltd.

Date: February 14, 2006

By:


  /s/ Michael Schumacher
- ---------------------------------------------
Michael Schumacher
President, Treasurer, Chief Financial Officer



By:


  /s/ Peter Porath
- ---------------------------------------------
Peter Porath
Vice-President, Chief Executive Officer








                                       9

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.1
<SEQUENCE>2
<FILENAME>marwich10q103105ex311.txt
<DESCRIPTION>SECTION 302 CERTIFICATION OF CHIEF EXECUTIVE OFFICER
<TEXT>

EXHIBIT 31.1
                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002


I, Peter Porath, certify that:

1.    I have reviewed this quarterly report on Form 10-QSB of Marwich II, Ltd.

2.    Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3.    Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.    The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a)    designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;

b)    evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

c)    presented in this quarterly report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date.

5.    The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
functions):

a)    all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to record,
process, summarize and report financial data and have identified for the
registrant's auditors any material weaknesses in internal controls; and

b) any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6.    The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Date: February 14, 2006


/s/ Peter Porath
- ----------------------------------------
Peter Porath
Vice-President, Chief Executive Officer

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.2
<SEQUENCE>3
<FILENAME>marwich10q103105ex312.txt
<DESCRIPTION>SECTION 302 CERTIFICATION OF CHIEF FINANCIAL OFFICER
<TEXT>

EXHIBIT 31.2
                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
            PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT OF 2002



I, Michael Schumacher, certify that:

1.    I have reviewed this quarterly report on Form 10-QSB of Marwich II, Ltd.

2.    Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;

3.    Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;

4.    The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and have:

a)    designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;

b)    evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and

c)    presented in this quarterly report our conclusions about the effectiveness
of the disclosure controls and procedures based on our evaluation as of the
Evaluation Date.

5.    The registrant's other certifying officers and I have disclosed, based on

our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
functions):

a) all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrant's ability to record, process,
summarize and report financial data and have identified for the registrant's
auditors any material weaknesses in internal controls; and

b)    any fraud, whether or not material, that involves management or other
employees who have a significant role in the registrant's internal controls; and

6.    The registrant's other certifying officers and I have indicated in this
quarterly report whether there were significant changes in internal controls or
in other factors that could significantly affect internal controls subsequent to
the date of our most recent evaluation, including any corrective actions with
regard to significant deficiencies and material weaknesses.

Date: February 14, 2006


/s/ Michael Schumacher
- -------------------------------------------------
Michael Schumacher
President, Treasurer, and Chief Financial Officer

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.1
<SEQUENCE>4
<FILENAME>marwich10q103105ex321.txt
<DESCRIPTION>SECTION 906 CERTIFICATION OF CHIEF EXECUTIVE OFFICER
<TEXT>


EXHIBIT 32.1
                    CERTIFICATION OF CHIEF EXECUTIVE OFFICER
                                MARWICH II, LTD.
                       PURSUANT TO 18 U.S.D. SECTION 1350


In connection with the Quarterly Report of Marwich II, Ltd. (the "Company") on
Form 10-QSB for the period ended October 31, 2005, as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), I, Peter Porath,
Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. ss.1350,
as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to
the best of my knowledge:

         (1)    The Report fully complies with the requirements of Section 13(a)
or 15(d), as applicable, of the Securities Exchange Act of 1934; and

         (2)    The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.



/s/ Peter Porath
- ---------------------------------------
Peter Porath
Vice-President, Chief Executive Officer
February 14, 2006

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.2
<SEQUENCE>5
<FILENAME>marwich10q103105ex322.txt
<DESCRIPTION>SECTION 906 CERTIFICATION OF CHIEF FINANCIAL OFFICER
<TEXT>


EXHIBIT 32.2
                    CERTIFICATION OF CHIEF FINANCIAL OFFICER
                                MARWICH II, LTD.
                       PURSUANT TO 18 U.S.D. SECTION 1350


In connection with the Quarterly Report of Marwich II, Ltd. (the "Company") on
Form 10-QSB for the period ended October 31, 2005, as filed with the Securities
and Exchange Commission on the date hereof (the "Report"), I, Michael
Schumacher, President, Chief Financial Officer, and Treasurer, certify, pursuant
to 18 U.S.C. ss.1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that to the best of my knowledge:

         (1)    The Report fully complies with the requirements of Section 13(a)
or 15(d), as applicable, of the Securities Exchange Act of 1934; and

         (2)    The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.



/s/ Michael Schumacher
- -------------------------------------------------
Michael Schumacher
President, Treasurer, and Chief Financial Officer
February 14, 2006







</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
