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 February 28, 2006
-----------------------------------------------------

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934.

For the transition period from _____ to _______
------------------------------------------------------

Commission file number 0-49978
---------------------------------

Island Residences Club, Inc.
-------------------------------
(Exact name of registrant as specified in its charter)

Delaware 20-2443790
-------- ----------
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)

1769-203 Jamestown Rd, Williamsburg, VA 23185
------------------------------------------------------
(Address of principal executive offices) (Zip Code)

(757) 927-6848
--------------
(Registrant's telephone number, including area code)

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

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.

[X] Yes [ ] No

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).

[ ] Yes [X] No

State the number of shares outstanding of each of the issuer's classes of
common equity, as of the latest practicable date:
Outstanding at May 1, 2006
Common Stock, par value $0.0001 - 16,337,000

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

ISLAND RESIDENCES CLUB, INC.
(FORMERLY ISLAND INVESTMENTS, INC.)
BALANCE SHEET
FEBRUARY 28, 2006
(UNAUDITED)

ASSETS

CURRENT ASSETS:
Cash and cash equivalents $ 581
Account receivable - related party 92,500
Marketable securities 2,626,275
--------------
Total assets $ 2,719,356
==============
LIABILITIES AND STOCKHOLDERS' EQUITY

CURRENT LIABILITIES:
Account payable $ 123,844
Due to related party 174,518
--------------
Total liabilities 298,362
--------------
STOCKHOLDERS' EQUITY:
Preferred stock, $.0001 par value, 20,000,000 shares authorized;
no shares issued and outstanding -
Common stock, $.0001 par value, 100,000,000 shares authorized;
14,912,000 shares issued and outstanding 1,491
Additional paid-in capital 267,828
Shares to be issued 9,300
Accumulated comprehensive gain 2,383,775
Prepaid consulting (17,409)
Accumulated deficit (223,991)
--------------
Total stockholders' equity 2,420,994
--------------
Total liabilities and stockholders' equity $ 2,719,356
==============
<FN>
The accompanying notes form an integral part of these unaudited financial
statements.

ISLAND RESIDENCES CLUB, INC.
(FORMERLY ISLAND INVESTMENTS, INC.)
STATEMENTS OF OPERATIONS
FOR THE THREE MONTH AND NINE MONTH PERIODS ENDED FEBRUARY 28, 2006 AND 2005
(UNAUDITED)

FOR THE THREE MONTH PERIODS FOR THE NINE MONTH PERIODS
ENDED FEBRUARY 28, ENDED FEBRUARY 28,
2006 2005 2006 2005
-------------- -------------- -------------- --------------

NET REVENUE $ 92,500 $ - $ 227,500 $ -

COST OF REVENUE 64,750 - 159,250 -
-------------- -------------- -------------- --------------
GROSS PROFIT 27,750 - 68,250 -

SELLING, GENERAL AND ADMINISTRATIVE
EXPENSES 82,798 12,275 270,769 12,275
-------------- -------------- -------------- --------------
NET LOSS (55,048) (12,275) (202,519) (12,275)

COMPREHENSIVE GAIN
Unrealized gain on marketable securities 1,171,275 - 2,383,775 -

COMPREHENSIVE INCOME / (LOSS) $ 1,116,227 $ (12,275) $ 2,181,256 $ (12,275)
============== ============== ============== ==============
LOSS PER SHARE - BASIC AND DILUTED $ (0.01) $ (0.01) $ (0.03) $ (0.01)
============== ============== ============== ==============
WEIGHTED AVERAGE NUMBER OF SHARES -
BASIC AND DILUTED 7,798,756 2,240,000 6,768,527 2,240,000
============== ============== ============== ==============
<FN>
*Basic and diluted weight average number of shares are the same since the
Company has no dilutive securities

<FN>
The accompanying notes form an integral part of these unaudited financial
statements.

ISLAND RESIDENCES CLUB, INC.
(FORMERLY ISLAND INVESTMENTS, INC.)
STATEMENTS OF CASH FLOWS
FOR THE NINE MONTH PERIODS ENDED FEBRUARY 28, 2006 AND 2005
(UNAUDITED)

2006 2005
-------------- --------------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss (202,519) (12,275)
Adjustments to reconcile net loss to net
cash used in operating activities:
Issuance of common stock
in exchange for services 6,595 -
Shares to be issued for service 9,300 -
Amortization of prepaid consulting 2,591 -
Decrease in current assets:
Account receivable - related party (92,500) -
Increase in current liabilities:
Account payable 123,844 -
Due to related party 153,270 12,275
-------------- --------------
Total adjustments 203,100 -
-------------- --------------
Net cash used in operating activities - -
-------------- --------------
Net increase in cash and cash equivalents 581 -

CASH AND CASH EQUIVALENTS, BEGINNING - -
-------------- --------------
CASH AND CASH EQUIVALENTS, ENDING $ 581 $ -
============== ==============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
Interest paid $ - $ -
============== ==============
Income taxes paid $ - $ -
============== ==============

<FN>
The accompanying notes form an integral part of these unaudited financial
statements.

ISLAND RESIDENCES CLUB, INC.
(FORMERLY ISLAND INVESTMENTS, INC.)
NOTES TO UNAUDITED FINANCIAL STATEMENTS

NOTE 1 - BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

A. Organization and Business Operations

Island Residences Club, Inc., formerly Island Investments, Inc., formerly
Hengest Investments, Inc. ("the Company") was incorporated in the State of
Delaware on July 16, 2002 to serve as a vehicle to effect a merger, exchange of
capital stock, asset acquisition or other business combination with a domestic
or foreign private business.

On June 20, 2005, the board of directors resolved to change the company's fiscal
year end from December 31 to May 31.

During the three month period ended November 30, 2005, the Company began to earn
revenue, therefore is no longer a development stage company.

B. Basis of Presentation

The accompanying unaudited financial statements have been prepared by the
Company in accordance with generally accepted accounting principles in the
United States and pursuant to the rules and regulations of the Securities and
Exchange Commission. Certain information and footnote disclosures normally
included in financial statements, prepared in accordance with generally accepted
accounting principles, have been condensed or omitted pursuant to such rules and
regulations. The Company believes that the disclosures in these financial
statements are adequate and not misleading.

In the opinion of management, the unaudited financial statements contain all
adjustments (consisting only of normal recurring adjustments) necessary for a
fair presentation of the Company's financial position, results of operations and
cash flows. Operating results for the nine month period ended February 28,
2006 are not necessarily indicative of results for any future period.

C. Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an
original maturity of three months or less from the date of purchase that are
readily convertible into cash to be cash equivalents.

D. Use of Estimates

The preparation of the financial statements in conformity with accounting
principles generally accepted in the United States requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosure of contingent assets and liabilities at the date of
the financial statements and the reported amounts of revenues and expenses
during the reporting period. Actual results could differ from those estimates.

E. Income Taxes

The Company accounts for income taxes under the Financial Accounting
Standards Board of Financial Accounting No. 109, "Accounting for Income Taxes"
"Statement 109"). Under Statement 109, deferred tax assets and liabilities are
recognized for the future tax consequences attributable to differences between
the financial statement carrying amounts of existing assets and liabilities and
their respective tax basis. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled. Under
Statement 109, the effect on deferred tax assets and liabilities of a change in
tax rates is recognized in income in the period that includes the enactment
date. There were no current or deferred income tax expense or benefits due to
the Company not having any material operations for the nine month period ended
February 28, 2006.

F. Basic and diluted net loss per share

Net loss per share is calculated in accordance with Statement of
Financial Accounting Standards 128, Earnings per Share ("SFAS 128"). Basic net
loss per share is based upon the weighted average number of common shares
outstanding. Diluted net loss per share is based on the assumption that all
dilutive convertible shares, stock options and warrants were converted or
exercised. Dilution is computed by applying the treasury stock method. At
February 28, 2006 there were no dilutive convertible shares, stock options or
warrants.

G. Recent Pronouncements

In February 2006, FASB issued SFAS No. 155, "Accounting for Certain Hybrid
Financial Instruments". SFAS No. 155 amends SFAS No 133, "Accounting for
Derivative Instruments and Hedging Activities", and SFAS No. 140, "Accounting
for Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities". SFAS No. 155, permits fair value remeasurement for any hybrid
financial instrument that contains an embedded derivative that otherwise would
require bifurcation, clarifies which interest-only strips and principal-only
strips are not subject to the requirements of SFAS No. 133, establishes a
requirement to evaluate interest in securitized financial assets to identify
interests that are freestanding derivatives or that are hybrid financial
instruments that contain an embedded derivative requiring bifurcation, clarifies
that concentrations of credit risk in the form of subordination are not embedded
derivatives, and amends SFAS No. 140 to eliminate the prohibition on the
qualifying special-purpose entity from holding a derivative financial instrument
that pertains to a beneficial interest other than another derivative financial
instrument. This statement is effective for all financial instruments acquired
or issued after the beginning of the Company's first fiscal year that begins
after September 15, 2006. SFAS No. 155 is not expected to have a material
effect on the financial position or results of operations of the Company.

In March 2006 FASB issued SFAS 156 'Accounting for Servicing of Financial
Assets' this Statement amends FASB Statement No. 140, Accounting for Transfers
and Servicing of Financial Assets and Extinguishments of Liabilities, with
respect to the accounting for separately recognized servicing assets and
servicing liabilities. This Statement:

1. Requires an entity to recognize a servicing asset or servicing liability
each time it undertakes an obligation to service a financial asset by
entering into a servicing contract.

2. Requires all separately recognized servicing assets and servicing
liabilities to be initially measured at fair value, if practicable.

3. Permits an entity to choose 'Amortization method' or 'Fair value
measurement method' for each class of separately recognized servicing
assets and servicing liabilities.

4. At its initial adoption, permits a one-time reclassification of
available-for-sale securities to trading securities by entities with
recognized servicing rights, without calling into question the treatment of
other available-for-sale securities under Statement 115, provided that the
available-for-sale securities are identified in some manner as offsetting
the entity's exposure to changes in fair value of servicing assets or
servicing liabilities that a servicer elects to subsequently measure at
fair value.

5. Requires separate presentation of servicing assets and servicing
liabilities subsequently measured at fair value in the statement of
financial position and additional disclosures for all separately recognized
servicing assets and servicing liabilities.

This Statement is effective as of the beginning of the Company's first fiscal
year that begins after September 15, 2006. Management believes that this
statement will not have a significant impact on the financial statements.

NOTE 2 - MARKETABLE SECURITIES

The Company's marketable securities are classified as available-for-sale and, as
such, are carried at fair value. All of the securities are comprised of shares
of common stock of Island Concepts Indonesia (ICON), a Company related through
common ownership. Securities classified as available-for-sale may be sold in
response to changes in interest rates, liquidity needs, and for other purposes.

The investment in marketable securities represents less than twenty percent
(20%) of the outstanding common stock and stock equivalents of the investee, and
is traded on the Surabaya Stock Exchange in Indonesia through brokers. As such,
each investment is accounted for in accordance with the provisions of SFAS No.
115.

Unrealized holding gains and losses for marketable securities are excluded from
earnings and reported as a separate component of stockholder's equity. Realized
gains and losses for securities classified as available-for-sale are reported in
earnings based upon the adjusted cost of the specific security sold. On
February 28, 2006, the investments have been recorded at $2,626,275 based upon
the fair value of the marketable securities.

Following is a summary of marketable equity securities classified as available
for sale as of February 28, 2006:

Investee Name Cost at Market Value at Accumulated Number of
Shares
(Symbol) February 28, 2006 February 28, 2006 Unrealized Gain/Loss Held at February 28, 2006
- ------------- ----------------- ----------------- -------------------- -------------------------
Island Concepts
Indonesia (ICON) $ 242,500 $ 2,626,275 $ 2,383,775 24,250,000

NOTE 3 - STOCKHOLDERS' EQUITY

A. Preferred Stock

The Company is authorized to issue 20,000,000 shares of preferred stock at
$.0001 par value, with such designations voting and other rights and preference
as may be determined from time to time by the Board of Directors.

As of February 28, 2006, no preferred stock has been issued.

B. Common stock

During the nine month period ended February 28, 2006, the Company issued 422,000
shares of common stock for services valued at $6,595, which is the fair value of
the shares.

During the nine month period ended February 28, 2006, the Company issued
2,000,000 shares of common stock in exchange for prepaid consulting service
amounting $20,000, which is the fair value of the shares.

During the nine month period ended February 28, 2006, the Company issued
6,000,000 shares of common stock in exchange for marketable securities amounting
$202,500. Since the marketable securities were acquired from a related party,
the marketable securities were recorded at the related party's cost to acquire
the marketable securities.

During the nine month period ended February 28, 2006, the Company issued 250,000
shares of common stock to a consultant by mistake. These shares were canceled in
April 2006.

C. Shares to be issued

During the three month period ended November 30, 2005, the Company recorded
$24,095 as shares to be issued for consulting service provided and for
consulting service to be provided in the future. The shares were value at fair
value of the shares. During the three month ended February 28, 2006, these
shares were issued.

During the three month period ended November 30, 2005, the Company recorded
$202,500 in shares to be issued for marketable securities. Since the marketable
securities were acquired from a related party, the marketable securities were
recorded at the related party's cost to acquire the marketable securities.
During the three month ended February 28, 2006, these shares were issued.

During the three month period ended February 28, 2006, the Company recorded
shares to be issued for consulting service amounting $9,300, which is the fair
value of the shares.

D. Prepaid consulting:

During the nine month period ended February 28, 2006, the Company recorded
$20,000 prepaid consulting for common stock issued for consulting service, which
is the fair value of the shares. During the nine month period ended February 28,
2006, the Company amortized $2,591 as an operating expense. The balance of
prepaid service at February 28, 2006 is $17,409.

F. Warrants and Options

The Company did not issue any warrants or options to buy shares of common stock
or preferred stock during the nine month periods ended February 28, 2006 and
2005.

NOTE 4 - SUPPLEMENTAL DISCLOSURE OF CASH FLOWS

The Company prepares its statements of cash flows using the indirect method as
defined under the Financial Accounting Standard No. 95.

During the nine month period ended February 28, 2006, the Company issued
2,000,000 shares in exchange for prepaid consulting service amounting $20,000,
which is the fair value of the shares.

During the nine month period ended February 28, 2006, the Company issued
6,000,000 shares in exchange for marketable securities amounting $202,500. Since
the marketable securities were acquired from a related party, the marketable
securities were recorded at the related party's cost to acquire the marketable
securities.

NOTE 5 - RELATED PARTY TRANSACTIONS

Due to related party represents expenses paid by related parties on behalf of
the Company, which are non-interest bearing, unsecured, and due on demand. As of
February 28, 2006, the balance due to the related party amounted to $174,518.

During the nine month period ended February 28, 2006, the Company sold 91,000
rights amounting $227,500 to Island Concepts. As of February 28, 2006, the
balance of account receivable from Island Concepts is $92,500.

During the nine month period ended February 28, 2006, the Company incurred
$159,250 of management fees to Island Concepts.

On November 16, 2005, the Company entered into a Share Purchase Agreement with
Meridian Pacific Investments ("Meridian"), whereby the Company purchased 20.25
million shares and a warrant to purchase 24.25 million shares of PT Island
Concepts Indonesia ("ICON") (collectively, the "Shares"). In exchange for the
Shares, the Company issued Meridian 6,000,000 shares of its restricted common
stock.

On November 1, 2005, the Company entered into an advisory agreement with Francis
Street Pty Ltd., whereby Francis Street would provide certain business
consulting services for the period from November 1, 2005 to December 31, 2008 in
exchange for 1,000,000 shares of common stock valued at $10,000, which is the
fair value of the shares. The prepaid consulting is amortized over the service
period.

Island Residences Club, Inc ("IRCI"), Meridian Pacific Investments ("Meridian"),
Francis Street Pty Limited, and PT Island Concepts, Indonesia Tbk ("Island
Concepts") are related parties through common ownership and officers.

Specifically in respect to the following: IRCI is a Delaware Corporation that is
publicly reporting but is not publicly trading. Meridian is a Hong Kong company
that is privately owned. Francis Street is an Australian company that is
privately owned. Island Concepts (www.islandconcepts.com) is an Indonesian
Company that is publicly trading on the Surabaya Stock Exchange in Indonesia
under the symbol ("ICON"). Graham Bristow is an officer and director in all of
the companies. Graham Bristow, through direct and indirect ownership, owns 100%
of Meridian and approximately 80% of Island Concepts, 100% of Francis Street,
and 70% of IRCI.

NOTE 6 - GOING CONCERN CONSIDERATION

The accompanying financial statements have been prepared assuming that the
Company will continue as a going concern. This basis of accounting contemplates
the recovery of the Company's assets and the satisfaction of its liabilities in
the normal course of business. The Company incurred a loss of $202,519 and
$12,275 during the nine month periods ended February 28, 2006 and 2005,
respectively. The Company has an accumulated deficit of $223,991 as of February
28, 2006. The continuing losses have adversely affected the liquidity of the
Company.

In view of the matters described in the preceding paragraph, recoverability of a
major portion of the recorded asset amounts shown in the accompanying balance
sheet is dependent upon continued operations of the Company, which in turn is
dependent upon the Company's ability to raise additional capital, obtain
financing and to succeed in its future operations. The financial statements do
not include any adjustments relating to the recoverability and classification of
recorded asset amounts or amounts and classification of liabilities that might
be necessary should the Company be unable to continue as a going concern.

Management has made plans to revise its operating and financial requirements,
which it believes are sufficient to provide the Company with the ability to
continue as a going concern. The management's plans include the sale of
membership in The Island Residences Club, a vacation rights club initially based
in Bali and the possible acquisition of a suitable business venture to provide
the opportunity for the Company to continue as a going concern. However, there
can be no assurance that management will be successful in this endeavor.

NOTE 7 - SHARE EXCHANGE AGREEMENTS

On November 17, 2005, the company entered into a Share Exchange Agreement with
Angela Whichard, Inc. ("AWI"), whereby the company will exchange 1,600,000
shares of its common stock for 400,000 restricted shares of common stock of
Grand Sierra Resorts Corp., a Nevada Corp., owned by AWI. AWI has contracted to
purchase up to 51% of the outstanding common stock of Grand Sierra Resorts. In
connection with this agreement, AWI also granted the company the right to
purchase up to 51% of the total outstanding shares of Grand Sierra Resorts. This
option was subject to the execution of definitive agreements and expired on
December 1, 2005. The Company did not issued its shares nor received the shares
of Grand Sierra Resorts during the nine month period ended February 28, 2006;
therefore the transaction was not recorded during the nine month period ended
February 28, 2006. On February 24, 2006, the Company entered into a Stock
Purchase Agreement with DTLL, Inc., a publicly traded Minnesota corporation,
whereby the Company would purchase 400,000 shares of DTLL, Inc. in exchange for
400,000 shares of Grand Sierra Resorts Corporation. DTLL shares are quoted at
$1.25 per share as of February 24, 2006, the transaction date. As of February
28, 2006, this transaction has not closed.

On February 23, 2006, the Company and Rich Woods, an unaffiliated investor,
entered into a Stock Purchase Agreement with RotateBlack LLC, a Michigan limited
liability company ("RBL"), whereby the Company and the investor would purchase
9,400,000 shares of common stock, $.01 par value (the "Shares") of DTLL, Inc., a
publicly traded Minnesota corporation ("DTLL"). The allocation of the Shares
and the Company's obligation related thereto was to be determined at closing.
The Shares represent approximately 70% of the 13.5 million issued and
outstanding common stock of DTLL. The transaction was to result in a change of
control of DTLL. The purchase price for the shares to be paid at closing was
$1,500,000, represented by cash in the amount of $500,000 and a Secured Note
Payable in the amount of $1,000,000 due no later than April 10, 2006. On April
11, 2006 the agreement was terminated. The company did not purchase any shares
pursuant to the terms of the Stock Purchase Agreement between the Company,
RotateBlack LLC and Richard Woods.

NOTE 8 - SUBSEQUENT EVENTS

On March 30, 2006, the Company issued 75,000 shares to its legal counsel as a
retainer for legal service.

STATEMENT REGARDING FORWARD-LOOKING INFORMATION

This report contains various forward-looking statements that are based on the
Company's beliefs as well as assumptions made by and information currently
available to the Company. When used in this report, the words "believe,"
"expect," "anticipate," "estimate" and similar expressions are intended to
identify forward-looking statements. Such statements may include statements
regarding seeking business opportunities, payment of operating expenses, and the
like, and are subject to certain risks, uncertainties and assumptions which
could cause actual results to differ materially from projections or estimates
contained herein. Factors which could cause actual results to differ materially
include, among others, unanticipated delays or difficulties in the company's
business plan or location of a suitable business acquisition candidate,
unanticipated or unexpected costs and expenses, competition and changes in
market conditions, lack of adequate management personnel and the like. Should
one or more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
anticipated, estimated or projected. The Company cautions again placing undue
reliance on forward-looking statements all of that speak only as of the date
made.

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

The following discussion should be read in conjunction with the information
contained in the financial statements of the Company and the Notes thereto
appearing elsewhere herein.

PLAN OF OPERATION

Our principal business includes the development, management and operations of
luxury resorts and residences and marketing and selling vacation stay
entitlement rights in the form of vacation points. The rights are issued as stay
entitlements in the Island Residences Club, Inc. and an affiliate's luxury
properties including the recently completed Bali Island Villas in Seminyak,
Bali.

Island Residences Club, Inc. has commenced a sales and marketing campaign to
launch the Island Residences Club concept. Initially properties owned by PT
Island Concepts Indonesia Tbk in Seminyak, Bali; Sydney and Noosa Heads,
Queensland, Australia will be available to members for vacation and/or business
stays. We believe the target market should be the higher income local and
expatriate communities in Asia and Europe. We are seeking to acquire and/or
develop properties in the United States and Baja, Mexico to launch the Club
concept in the US and Canada later in 2006. Club Members will enjoy "stays" at
the Island Villas in Bali, a selection of luxury apartments and Villas in
Australia, New Zealand, Thailand, Singapore, USA and Mexico and elsewhere when
available, each and every year. The membership will receive a right each year to
stay at an Island Residences Club property. PT Island Concepts Indonesia Tbk
will construct unique modern Villas on land it has acquired in Thailand and
Mexico. These properties will be modern, contemporary and yet tropical in design
and can be sold with or without a lease-back option to the Island Residences
Club or with a contract to the company for management and/or sundry letting. We
will maintain a policy of keeping our properties in the utmost pristine
condition and will sell and roll-over our inventory within a three to five year
time frame. We hope to develop our own properties on both leasehold and freehold
land appealing to both local and foreign customers when time to sell. Over time
we expect to develop into essentially a property trust with the increasing value
of our inventory creating an increasing asset value for the shareholders. We
also intend to develop a commercial property portfolio consisting of luxury
hotels, spas and resorts. These properties will provide the infrastructure to
support villas and residences located within or adjacent to the resorts.

Our plan for the next twelve months includes moving forward with next phase of
our business plan. PT Island Concepts Indonesia, on behalf of the company,
currently has a software and web design team of three persons and a research
team of seven persons developing our websites and back and front office software
systems. This includes but is not limited to the development of a membership
loyalty program, online reservation system and an in-room information system.
This work will be moved to the United States when staff and expertise become
available or are employed. However, we will continue to maintain a research and
online concierge service from Bali. These systems will be for our use and not
for resale. We do not intend to seek any specific patents or trademarks but will
use a general copyright to protect our property and systems.

We intend to invest up to $10,000,000 in 2006 into property and income producing
assets. We intend for these funds to come from further investment from our
majority shareholder and/or borrowings secured by property owned by us. There is
no guarantee that we will be able to obtain these funds. We intend to hire up to
fifteen persons in 2006, predominately for our Southern California operations,
which we have yet to establish.

CRITICAL ACCOUNTING POLICIES

Cash and Cash Equivalents

The Company considers all highly liquid investments purchased with an original
maturity of three months or less from the date of purchase that are readily
convertible into cash to be cash equivalents.

Use of Estimates

Income Taxes

The Company accounts for income taxes under the Financial Accounting Standards
Board of Financial Accounting No. 109, "Accounting for Income Taxes" "Statement
109"). Under Statement 109, deferred tax assets and liabilities are recognized
for the future tax consequences attributable to differences between the
financial statement carrying amounts of existing assets and liabilities and
their respective tax basis. Deferred tax assets and liabilities are measured
using enacted tax rates expected to apply to taxable income in the years in
which those temporary differences are expected to be recovered or settled. Under
Statement 109, the effect on deferred tax assets and liabilities of a change in
tax rates is recognized in income in the period that includes the enactment
date. There were no current or deferred income tax expense or benefits due to
the Company not having any material operations for the nine month period ended
February 28, 2006.

Basic and diluted net loss per share

Net loss per share is calculated in accordance with Statement of Financial
Accounting Standards 128, Earnings per Share ("SFAS 128"). Basic net loss per
share is based upon the weighted average number of common shares outstanding.
Diluted net loss per share is based on the assumption that all dilutive
convertible shares, stock options and warrants were converted or exercised.
Dilution is computed by applying the treasury stock method. At February 28, 2006
there were no dilutive convertible shares, stock options or warrants.

Recent Pronouncements

6. Requires an entity to recognize a servicing asset or servicing liability
each time it undertakes an obligation to service a financial asset by
entering into a servicing contract.

7. Requires all separately recognized servicing assets and servicing
liabilities to be initially measured at fair value, if practicable.

8. Permits an entity to choose 'Amortization method' or 'Fair value
measurement method' for each class of separately recognized servicing
assets and servicing liabilities.

9. At its initial adoption, permits a one-time reclassification of
available-for-sale securities to trading securities by entities with
recognized servicing rights, without calling into question the treatment of
other available-for-sale securities under Statement 115, provided that the
available-for-sale securities are identified in some manner as offsetting
the entity's exposure to changes in fair value of servicing assets or
servicing liabilities that a servicer elects to subsequently measure at
fair value.

10. Requires separate presentation of servicing assets and servicing
liabilities subsequently measured at fair value in the statement of
financial position and additional disclosures for all separately recognized
servicing assets and servicing liabilities.

RESULTS OF OPERATIONS - FOR THE THREE MONTH AND NINE MONTH PERIODS
ENDED FEBRUARY 28, 2006 AND 2005

The operations of Island Residences Clubs, Inc will include marketing and
selling the vacation stay entitlement rights in the form of vacation points
("Vacation Rights"). The rights are issued as stay entitlements in the Bali
Island Villas in Seminyak, Bali. There is a minimum of 1,000 rights required to
be owned for a period of more than one year that entitles the owner of the
rights to 10 nights stay valued at $250 per night. These Villas have been
developed by and are operated by, PT Island Concepts Indonesia Tbk for The
Island Residences Club. PT Island Concepts Indonesia Tbk is working with the
company to (i) acquire, develop and operate other vacation ownership resorts,
(ii) providing financing to individual purchasers of Vacation Rights and (iii)
providing resort management and maintenance services to vacation ownership
resorts.

The company has generated $92,500 in net revenue from a related party for the
three months ended February 28, 2006 as compared to $0 for the three months
ended February 28, 2005. The increase in net revenue was due to sale of vacation
rights to a related party. Cost of revenue was $64,750 for the three months
ended February 28, 2006 as compared to $0 for the three months ended February
28, 2005. This cost of revenue is due to the fee paid to a related party for
management of the Bali Island Villas in Seminyak, Bali. Selling, general and
administrative expenses were $82,798 for the three months ended February 28,
2006 as compared to $12,275 at the three months ended February 28, 2005. These
expenses were the result of the company commencing operations. The company has
generated $227,500 in net revenue from a related party for the nine months ended
February 28, 2006 as compared to $0 for the nine months ended February 28, 2005.
The increase in revenues was due to sales of vacation rights to a related party.
Cost of revenue was $159,250 for the nine months ended February 28, 2006 as
compared to $0 for the nine months ended February 28, 2005. This cost of revenue
is due to a fee paid to a related party for management of the Bali Island Villas
in Seminyak, Bali. Selling, general and administrative expenses were $270,769
for the nine months ended February 28, 2006 as compared to $12,275 at the nine
months ended February 28, 2005. These expenses were the result of the company
commencing operations.

Net loss for the three months ended February 28, 2006 was $55,048 as compared to
$12,275 for the three months ended February 28, 2005. The increase in net loss
was due to increased costs associated with sales and administrative costs. Net
loss for the nine months ended February 28, 2006 was $202,519 as compared to
$12,275 for the nine months ended February 28, 2005. The increase in net loss
was due to increased costs associated with sales and costs associated with
public filings.

Our basic and diluted loss for the three months ended February 28, 2006 was
($0.01) as compared to ($0.01) for the three months ended February 28, 2005. Our
basic and diluted loss for the nine months ended February 28, 2006 was ($0.03)
as compared to ($0.01) for the nine months ended February 28, 2005.

LIQUIDITY AND CAPITAL RESOURCES

The Company had $581 in cash and cash equivalents as of February 28, 2006. At
February 28, 2006, the company had current assets of $2,719,356 in the form of
$581 in cash and cash equivalents, marketable securities in the amount of
$2,626,275 and $92,500 in the form of an account receivable from a related
party. All of the marketable securities are comprised of shares of common stock
of Island Concepts Indonesia (ICON), a company related through common ownership.
As of February 28, 2006, the Company had $298,362 in current liabilities
consisting of $123,844 in the form of an account payable and $174,518 due to a
related party. Due to related party represents expenses paid by related parties
on behalf of the Company, which are non-interest bearing, unsecured, and due on
demand.

Our plan for meeting our liquidity needs may be affected by, but not limited to,
the following: demand for our product, our ability to enter into financing
agreements, the threat and/or effects on the travel and leisure industry of
future terrorist attacks and limitations on our ability to conduct marketing
activities, and other factors. Further, the Company has limited sources of
revenue. Without realization of additional capital, it would be unlikely for the
Company to continue as a going concern.

On June 20, 2005, we entered into an Investment Agreement (the "Agreement") with
Dutchess Private Equities Fund II, LP (the "Investor"). This Agreement provides
that, following notice to the Investor, the company may put to the Investor up
to $10,000,000 of its common stock for a purchase price equal to 95% of the
lowest closing bid price of its common stock during the five day period
following that notice. The number of shares that we are permitted to put
pursuant to the Agreement is either: (A) 200% of the average daily volume of the
common stock for the twenty trading days prior to the applicable put notice
date, multiplied by the average of the three daily closing bid prices
immediately preceding the put date; or (B) $100,000; provided however, that the
put amount can never exceed $1,000,000 with respect to any single put. In
connection with this Agreement, we agreed to register the shares issuable
pursuant to the Agreement.

On November 16, 2005, we entered into a Share Purchase Agreement with Meridian
Pacific Investments ("Meridian"), whereby we will purchase 20.25 million shares
and a warrant to purchase 24.25 million shares of PT Island Concepts Indonesia
("ICON") (collectively, the "Shares"). In exchange for the Shares, we agreed to
issue Meridian 6,000,000 shares of our restricted common stock. Meridian is
considered an affiliate of the company as it owns more than 10% of the
outstanding common stock and is controlled by Graham Bristow, who is also the
CEO of Island Residences Club.

On November 17, 2005, we entered into a Share Exchange Agreement with Angela
Whichard, Inc. ("AWI"), whereby we will exchange 1,600,000 shares of our common
stock for 400,000 restricted shares of common stock of Grand Sierra Resorts
Corp., a Nevada Corp., owned by AWI. AWI has contracted to purchase up to 51% of
the outstanding common stock of Grand Sierra Resorts. In connection with this
agreement, AWI also granted us the right to purchase up to 51% of the total
outstanding shares of Grand Sierra Resorts. This option was subject to the
execution of definitive agreements and expired on December 1, 2005. The Company
did not issue its shares nor received the shares of Grand Sierra Resorts during
the nine month period ended February 28, 2006; therefore, the transaction was
not recorded during the nine month period ended February 28, 2006. Subsequent to
November 30, 2005, on February 24, 2006, we entered into a Stock Purchase
Agreement with DTLL, Inc., a publicly traded Minnesota corporation, whereby we
would purchase 400,000 shares of DTLL, Inc. in exchange for 400,000 shares of
Grand Sierra Resorts Corporation. DTLL shares were quoted at $2.50 per share as
of March 31, 2006 and on February 24, 2006, the transaction date, $1.25. As of
February 28, 2006, this transaction has not closed.

On February 23, 2006, the company and Rich Woods, an unaffiliated investor,
entered into a Stock Purchase Agreement with RotateBlack LLC, a Michigan limited
liability company ("RBL"), whereby the company and the investor would purchase
9,400,000 shares of common stock, $.01 par value (the "Shares") of DTLL, Inc., a
publicly traded Minnesota corporation. The allocation of the Shares and the
company's obligation related thereto was to be determined at closing. The Shares
represent approximately 70% of the 13.5 million issued and outstanding common
stock of DTLL. The transaction was to result in a change of control of DTLL. The
purchase price for the shares to be paid at closing was $1,500,000, represented
by cash in the amount of $500,000 and a Secured Note Payable in the amount of
$1,000,000 due no later than April 10, 2006. On April 11, 2006, this agreement
was terminated. The company did not purchase any shares pursuant to the terms of
the Stock Purchase Agreement between the company, RotateBlack LLC and Richard
Woods.

During the nine month period ended February 28, 2006, the Company sold 91,000
vacation rights amounting $227,500 to Island Concepts.

During the nine month period ended February 28, 2006, the Company incurred
$159,250 of management fees to Island Concepts.

On November 1, 2005, we entered into an advisory agreement with Francis Street
Pty Ltd., whereby Francis Street would provide certain business consulting
services in exchange for 1,000,000 shares of common stock. Graham Bristow,
our CEO, controls Francis Street Pty Ltd.

Island Residences Club, Inc ("IRCI"), Meridian Pacific Investments ("Meridian"),
Francis Street Pty Limited ("Francis Street"), and PT Island Concepts, Indonesia
Tbk ("Island Concepts") are related parties through common ownership and
officers.

Item 3. Controls and Procedures.

(a) EVALUATION OF DISCLOSURE CONTROLS AND PROCEDURES. Our chief executive
officer and chief financial officer, carried out an evaluation (as required by
paragraph (b) of Rule 13a-15 or 15d-15) of the effectiveness of the Company's
disclosure controls and procedures (as defined in Rule 13a-15(e) or 15d-15(e))
as of the end of the period covered by this report. Based on their evaluation,
our chief executive officer and chief financial officer believe that, given our
limited operations, our disclosure controls and procedures are effective.

(b) CHANGES IN INTERNAL CONTROLS. There was no change in our internal
controls, which are included within disclosure controls and procedures,
during our most recently completed fiscal quarter that has materially
affected, or is reasonably likely to materially affect, our internal
controls.

PART II -- OTHER INFORMATION

Item 1. Legal Proceedings.

There are no legal proceedings against the Company and the Company is unaware
of such proceedings contemplated against it.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
In March 2006, we issued 1,600,000 shares of common stock, $.0001 par value to
Angela Whichard, Inc. in connection with a share purchase agreement dated
November 17, 2005. The securities issued in the foregoing transaction were
offered and sold in reliance upon exemptions from the Securities Act of 1933 set
forth in Section 4(2) of the Securities Act, and any regulations promulgated
there under, relating to sales by an issuer not involving any public offering.
No underwriters were involved in the foregoing sale of securities. All shares
were issued with a Rule 144 restrictive legend.

In March 2006, we issued 75,000 shares of common stock, $.0001 par value for
legal services. The securities issued in the foregoing transaction were offered
and sold in reliance upon exemptions from the Securities Act of 1933 set forth
in Section 4(2) of the Securities Act, and any regulations promulgated there
under, relating to sales by an issuer not involving any public offering. No
underwriters were involved in the foregoing sale of securities. All shares were
issued with a Rule 144 restrictive legend.

Item 3. Defaults upon Senior Securities.

Not applicable.

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

Not applicable.

Item 5. Other Information.

None.

Item 6. Exhibits

(a) Exhibits.

Exhibit No. Description
- ------------ -----------

Exhibit 10.5 Employment Agreement with Graham James Bristow (1)

Exhibit 10.6 Advisory Agreement with Francis Street Pty Limited (1)

Exhibit 31.1 Certification of Principal Executive Officer Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002

Exhibit 31.2 Certification of Principal Financial Officer Pursuant to Section
302 of the Sarbanes-Oxley Act of 2002

Exhibit 32.1 Certification of Principal Executive Officer and Principal
Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002

(1) Filed as an exhibit with Form SB-2 on May 1, 2006, File No. 333-133742

SIGNATURES

In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

Island Residences Club, Inc.
(Registrant)

By: /s/Graham J. Bristow
----------------------

Name: Graham J. Bristow
Title: CEO, President

Dated: May 16, 2006.