UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 12b-25
[ ] Form 10-K [ ] Form 20-F [ ] Form 11-K [ X ] Form 10-Q
For Period Ended: June 30, 2006 SEC FILE NUMBER 000-26927
CUSIP NUMBER 929360105
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For Period Ended:
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.
If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates: Entire
Form 10-QSB
Part I - Registrant Information
Full Name of Registrant WWA Group, Inc.
Former Name if Applicable N/A
Address of Principal Executive Office:
2465 West 12th Street, Suite 2
Tempe, Arizona 85281
Part II--RULES 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to
Rule 12b-25(b) the following should be completed. (Check box if appropriate)
[X] (a) The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable
effort or expense;
[X] (b) The subject annual report, semi-annual report, transition report on Form 10-K, Form 2-F, 11-F, or From N-SAR, or
portion thereof will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly
report or transition report on Form 10-Q, or portion thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
[ ] (c) The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.
Part III - Narrative
State below in reasonable detail the reasons why form 10-K, 11-K, 20-F, 10-Q or N-SAR or portion thereof could not be filed
within the prescribed time period.
The Company is in the process of reviewing its interim financial statements with its independent auditors. As a result of
this process, the Company's management has been delayed in its efforts to provide the information that is required to be
disclosed in its 10-QSB. Consequently, the Company may not be able to file its Form 10-QSB on time without unreasonable
effort or expense.
Part IV - Other Information
(1) Name and telephone number of person to contact in regard to this notification.
Digamber Naswa Chief Financial Officer (480) 505-0700
(Name) (Title) (Telephone Number)
(2) Have all other periodic reports required under section 13 or 15(d) of the Securities Exchange Act of 1934 or section
30 of the Investment Company Act of 1940 during the 12 months or for such shorter period that the registrant was required to file
such report(s) been filed? If the answer is no, identify report(s)
(X) Yes ( ) No
(3) Is it anticipated that any significant change in results of operations from the corresponding period for the last
fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
( ) Yes (X) No
If so, attach an explanation of the anticipated change, both narrative and quantitatively, and, if appropriate, state the reasons why
a reasonable estimate of the results cannot be made.
N/A
WWA Group, Inc.
(Name of Registrant as specified in Charter)
has caused this notification to be signed on its behalf by the undersigned thereunto duly authorized.
Date: August 14, 2006 By: /s/ Digamber Naswa
=================
Name: Digamber Naswa
Title: Chief Financial Officer