**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**


________________________




**FORM
      10-QSB**


__________________________




(Mark
      One)


XXX
            QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934


For
      the
      quarterly period ended September 30, 2007





TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934


For
      the
      transition period from __________ to ___________





Commission
      file number: **000-27131**





**INVERTED
      PARADIGMS CORPORATION**


(Exact
      name of small business issuer as specified in its charter)


____________________





**Delaware**
              (State
                or other Jurisdiction of Incorporation or Organization)
            
            **88-0381258**
              (IRS
                Employer I.D. No.)


___________________________






**2203
      North Lois Avenue, Suite 929**


**Tampa,
      FL 33607**


**(813)
      600-4081**





(Address,
      including zip code, and telephone and facsimile numbers, including area code,
      of


Registrant’s
      executive offices)


___________________________





**NA**





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








Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). YES _____ NO 
      XXX





The
      number of shares of the registrant’s common stock, par value $0.001 per share,
      outstanding as of September 30, 2007 was 97,911,324 and there are approximately
      618 stockholders of record.





Transitional
      Small Business Issuer Format: Yes
      _____ No
      XXX







**-
          1 -**





**PART
                  I.**
              **FINANCIAL
                  INFORMATION**Item
                  1.
              Condensed
                  Financial Statements:Consolidated
                  Balance Sheet at September 30, 2007 (unaudited).
              3Consolidated
                  Statements of Operations for the Three and Nine Months Ended September
                  30,
                  2007 and 2006 unaudited).
              4Consolidated
                  Statements of Cash Flows for the Nine Months Ended September 30,
                  2007 and
                  2006 unaudited).
              5Notes
                  to Condensed Consolidated Financial Statements
                  (unaudited).
              6Item
                  2.
              Management’s
                  Discussion and Analysis or Plan of OperationItem
                  3A(T)
              Controls
                  and Procedures
              13**PART
                  II**
              **OTHER
                  INFORMATION**Item
                  1.
              Legal
                  Proceedings
              17Item
                  2.
              Unregistered
                  Sales of Equity Securities and Use of Proceeds
              17Item
                  3.
              Defaults
                  Upon Senior Securities
              18Item
                  4.
              Submission
                  of Matters to a Vote of Security Holders
              18Item
                  5.
              Other
                  Information
              18Item
                  6.
              Exhibits
              18**SIGNATURE
                  PAGE**
              19





**-
          2 -**







**INVERTED
      PARADIGMSCORPORATION AND SUBSIDIARIES**


**Condensed
      Consolidated Balance Sheet (unaudited)**


**September
      30, 2007**





**Assets**Current
                assets:Cash
                and cash equivalents
            
            $
            4,181Total
                assets
            
            $
            4,181**Liabilities
                and Stockholders’ Equity (Capital Deficiency)**Current
                liabilities:Accounts
                payable
            
            $
            191,844Other
                current liabilities
            
            
            600,998Notes
                payable - stockholders
            
            
            233,537Total
                current liabilities
            
            
            1,026,379Stockholders’
                equityCommon
                stock, $0.001 par , 100,000,000 sharesauthorized,
                97,911,324 shares issued and outstanding
            
            
            97,911Additional
                paid-in capital
            
            
            39,206,663Accumulated
                deficit
            
            
            (40,326,772
            )Total
                capital deficiency
            
            
            (1,022,198
            )Total
                liabilities and stockholders’ equity (capital deficiency)
            
            $
            4,181





See
      accompanying notes to unaudited condensed consolidated financial
      statements.


**-
          3 -**


**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**




**Condensed
      Consolidated Statements of Operations (unaudited)**





**Three
                Months Ended September 30,**
            
            **Nine
                Months Ended September 30,****2007**
            
            
            
            **2006
                As Restated**
            
            **2007**
            
            **2006
                As Restated**Net
                sales
            
            $
            
            
            
            $
            320
            
            $
            160
            
            $
            320Cost
                of sales
            
            
            300
            
            
            
            115
            
            
            654
            
            
            115Gross
                Profit (loss)
            
            
            (300
            )
            
            
            205
            
            
            (494
            )
            
            205Operating
                expensesSales
                and marketing
            
            
            -
            
            
            
            12,970
            
            
            -
            
            
            30,172General
                and administrative
            
            
            118,901
            
            
            
            519,038
            
            
            140,792
            
            
            1,353,994Technology
                and content
            
            
            -
            
            
            
            1,953
            
            
            -
            
            
            12,551Depreciation
                and amortization
            
            
            -
            
            
            
            10,956
            
            
            -
            
            
            12,164Loss
                from operations before other income(expense)
            
            
            (119,201
            )
            
            
            (544,712
            )
            
            (141,286
            )
            
            (1,408,881
            )Other
                income (expense):Interest
                income
            
            
            -
            
            
            
            -
            
            
            -
            
            
            213Interest
                expense
            
            
            (24,453
            )
            
            
            (19,305
            )
            
            (75,687
            )
            
            (52,386
            )Legal
                Settlement
            
            
            (400,000
            )
            
            
            -
            
            
            (400,000
            )
            
            -Other
                Income (Expense)
            
            
            -
            
            
            
            -
            
            
            3,134
            
            
            -Total
                Income (Expense)
            
            
            (424,453
            )
            
            
            (19,305
            )
            
            (472,553
            )
            
            (52,173
            )Net
                loss from operations
            
            
            (543,654
            )
            
            
            (564,017
            )
            
            (613,839
            )
            
            (1,460,849
            )Provision
                for taxes
            
            
            -
            
            
            
            -
            
            
            -
            
            
            -Net
                Loss
            
            $
            (543,654
            )
            
            $
            (564,017
            )
            $
            (613,839
            )
            $
            (1,460,849
            )Net
                loss per share basic
            
            $
            (0.01
            )
            
            $
            (0.02
            )
            $
            (0.01
            )
            $
            (0.06
            )Weighted
                average common shares outstanding
            
            
            49,552,113
            
            
            
            26,328,406
            
            
            41,672,501
            
            
            24,527,690





See
      accompanying notes to unaudited condensed consolidated financial
      statements.


**-
          4 -**


**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**


**Consolidated
      Statements of Cash Flows (unaudited)**


**For
      the Nine Months Ended September 30, 2007 and 2006**


**2007**
            
            **2006
                Restated**Cash
                flows from operating activities:Net
                loss
            
            
            ($613,839
            )
            
            ($1,460,849
            )Adjustments
                to reconcile net loss to cashused
                in operating activities:Other
              Amortization
                of deferred stock-based employee compensation
            
            
            
            
            
            (27,884)
              47,219Amortization
                of stock issued for services
            
            
            
            
            
            56,250Consulting
                fee paid
            
            
            
            
            
            75,000Stock
                issued to directors for services
            
            
            
            
            
            28,000Stock
                issued to vendors for services
            
            
            31,750
            
            
            154,495Depreciation
                and amortization
            
            
            
            
            
            12,163Loss
                on the sale of assets
            
            
            16,137Write-off
                prepaid assets
            
            
            8,458Gain
                on extinguishment of debt
            
            
            (149,180
            )Settlement
                Accrual
              Interest
                expense
            
            
            400,000
              6,042
            
            
            22,161(Increase)
                decrease in operating assets and liabilities:Other
                current assets
            
            
            
            
            
            (7,293
            )Prepaid
                expense
            
            
            260
            
            
            (605
            )Accounts
                payable
            
            
            140,538
            
            
            303,076Net
                cash used in operating activities
            
            
            (159,834
            )
            
            (798,267
            )Cash
                flows from investing activities:Purchase
                of property and equipment
            
            
            
            
            
            (18,946
            )Sale
                of property and equipment
            
            
            1,125
            
            
            -Cash
                acquired in connection with Silent Sword
            
            
            
            
            
            28,894Proceeds
                from collection of loan receivable
            
            
            
            
            
            10,000Net
                cash provided by investing activities
            
            
            1,125
            
            
            19,948Cash
                flows from financing activities:Fees
                paid to issue common stock
            
            
            
            
            
            (50,050
            )Proceeds
                from the issuance of common stock
            
            
            
            
            
            -Proceeds
                from the issuance of restricted stock
            
            
            
            
            
            410,000Proceeds
                from notes payable to stockholders-Net
            
            
            161,500
            
            
            250,000Net
                cash provided by financing activities
            
            
            161,500
            
            
            609,950Net
                increase (decrease) in cash and cash equivalents
            
            
            2,791
            
            
            (168,369
            )Cash,
                beginning of period
            
            
            1,390
            
            
            169,505Cash,
                end of period
            
            $
            4,181
            
            $
            1,136





See
      accompanying notes to unaudited condensed consolidated financial
      statements.


**-
          5 -**





**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**




***Notes
      to Condensed Consolidated Financial Statements
      (unaudited)***







**Note
      1 - Basis of Presentation**




The
      accompanying unaudited condensed consolidated financial statements as of and
      for
      the three and nine months ended September 30, 2007 and 2006 have been prepared
      in accordance with accounting principles generally accepted in the United States
      of America for interim financial information and pursuant to the rules and
      regulations of the Securities and Exchange Commission for Form 10-QSB.
      Accordingly, they do not include all the information and footnotes required
      by
      accounting principles generally accepted in the United States of America for
      complete financial statements. In the opinion of management, the accompanying
      unaudited condensed consolidated financial statements contain all adjustments,
      consisting only of normal recurring accruals, considered necessary for a fair
      presentation of the Company’s financial position, results of operations, and
      cash flows for the periods presented.




The
      results of operations for the three and nine months ended September 30, 2007
      and
      2006 are not necessarily indicative of the results to be expected for the full
      year. These interim condensed consolidated financial statements should be read
      in conjunction with the December 31, 2006 consolidated financial statements
      and
      related notes included in the Company’s Annual Report on Form 10-KSB for the
      year ended December 31, 2006.




Management
      has been able, thus far, to finance the losses through a series of private
      placements. The Company is continuing to seek other sources of financing and
      attempting to explore alternate ways of generating revenues through partnerships
      with other businesses. Conversely, the maintenance of our website and the
      development of new businesses is expected to result in operating losses for
      the
      foreseeable future. There are no assurances that the Company will be successful
      in achieving its goals.




In
      view
      of these conditions, the Company’s ability to continue as a going concern is
      dependent upon its ability to obtain additional financing or capital sources,
      to
      meet its financing requirements, and ultimately to achieve profitable
      operations. Management believes that its current and future plans provide an
      opportunity to continue as a going concern. The accompanying consolidated
      financial statements do not include any adjustments relating to the
      recoverability and classification of recorded assets, or the amounts and
      classification of liabilities that may be necessary in the event the Company
      cannot continue as a going concern.





**Note
      2 - Organization**




***Reporting
      Entity.*** Inverted
      Paradigms Corporation (“Inverted Paradigms” or the “Company”) was incorporated
      in the State of Nevada on December 18, 1997. On September 29, 2003, the Company
      completed a re-incorporation merger into a Delaware Corporation thus changing
      the state of incorporation from Nevada to Delaware. The Company is in the
      businesses of developing and selling our antivirus software called Silent
      Sword TM .





***Name
      Change.*** On
      April
      28, 2006 a majority of the stockholders approved changing the name of the
      Company from Horizon Holding Corporation to Inverted Paradigms
      Corporation.




**Note
      3 - Summary of Significant Accounting Policies**




***Principles
      of Consolidation.*** The
      consolidated financial statements include the accounts of Inverted Paradigms
      Corporation and its one wholly owned subsidiary. All significant intercompany
      accounts and transactions are eliminated in the consolidated financial
      statements.







**-
          6 -**




**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**




***Notes
      to Condensed Consolidated Financial Statements
      (unaudited)***




**Note
      3 - Summary of Significant Accounting Policies, Continued**





***Use
      of Estimates.*** The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America 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.





***Revenue
      Recognition*** *.* Revenue
      is earned by the Company from the sale of software upon delivery of a license
      to
      the customer, provided that persuasive evidence of an arrangement exists, the
      license fee is fixed and determinable, and collection of the fee is considered
      probable.





The
      Company uses the gross method of revenue recognition, as prescribed under EITF
      99-19, “Reporting Revenue Gross as a Principal versus Net as an Agent,” as the
      Company is the primary obligor in the transaction and is obligated to pay the
      supplier for work performed regardless of whether the customer accepts the
      product.





***Cash
      and Cash Equivalents.*** The
      Company considers all short-term investments with an original maturity of three
      months or less when purchased to be cash equivalents.




***Property
      and Equipment*** .
      Property and equipment are carried at cost, less accumulated depreciation.
      Major
      replacements and improvements that extend the useful lives of property and
      equipment are capitalized. Routine maintenance and repairs are charged to
      expense when incurred. Depreciation is computed using the straight-line method
      over the following estimated useful lives of the related assets.





Description
            
            Estimated
                Useful LivesComputers
                and Equipment
            
            3-5
                yearsFurniture
                and fixtures
            
            5
                yearsSoftware
            
            3
                years





***Impairment
      of Long-Lived Assets.*** The
      carrying values of long-lived assets are reviewed if the facts and circumstances
      indicate a potential impairment of their carrying values. Management evaluates
      the recoverability of the net carrying value of its property and equipment
      and
      goodwill by comparing the carrying values to the estimated future undiscounted
      cash flows. A deficiency in these cash flows relative to the carrying amounts
      is
      an indication of the need for a write-down due to impairment. The impairment
      write-down would be the difference between the carrying amounts and the fair
      value of these assets. Any loss on impairment is recognized by a charge to
      operations in the period identified.





***Income
      Taxes.*** The
      Company accounts for income taxes utilizing the asset and liability method.
      This
      approach requires the recognition of deferred tax assets and liabilities for
      the
      expected future tax consequences attributable to temporary differences between
      the financial statement carrying amounts of existing assets and liabilities
      and
      their respective tax bases and operating loss and tax credit carryforwards.
      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. The effect on deferred
      tax
      assets and liabilities of a change in tax rates is recognized in income in
      the
      period that includes the enacted date. Valuation allowances are established
      when
      necessary to reduce deferred tax assets to the amount expected to be realized.




In
      June
      2006, The FASB issued interpretation no. 48, Accounting for Uncertainty in
      Income Taxes- an interpretation of FASB Statement No. 109 (FIN 48). FIN 48
      clarifies the accounting for uncertainty in income taxes recognized in an
      enterprise’s financial statements in accordance with FASB Statement No. 109,
      Accounting for Income Taxes (SFAS 109). This Interpretation prescribes a
      recognition threshold and measurement attribute for the financial statement
      recognition and measurement of a tax position taken or expected to be taken
      in a
      tax return. FIN 48 is effective for fiscal years beginning after December 15,
      2006.





**-
          7 -**


**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**




***Notes
      to Condensed Consolidated Financial Statements
      (unaudited)***




**Note
      3 - Summary of Significant Accounting Policies, Continued**





The
      Company adopted FIN 48 effective April 1, 2007. The adoption of this statement
      had no impact on the Company's financial position or results of
      operation.





***Stock-Based
      Compensation*** **.** ****** On
      January 1, 2006, the Company adopted the provisions of Statement of Financial
      Accounting Standards No. 123 (revised 2004), "Share-Based Payment" ("SFAS No.
      123(R)") which requires that the costs resulting from all share-based payment
      transactions be recognized in the financial statements at their fair values.
      The
      Company adopted SFAS No. 123(R) using the modified prospective application
      method under which the provisions of SFAS No. 123(R) apply to new awards and
      to
      awards modified, repurchased, or cancelled after the adoption date.
      Additionally, compensation cost for the portion of the awards for which the
      requisite service has not been rendered that are outstanding as of the adoption
      date is recognized in the Statement of Operations over the remaining service
      period after the adoption date based on the award's original estimate of fair
      value.




***Website
      Design Costs.*** Website
      design costs include direct costs incurred by the Company to develop and enhance
      the Company’s website.




***Software
      Development Costs -*** The
      Company capitalizes software development costs incurred to develop certain
      of
      the Company’s products in accordance with Financial Accounting Standards No. 86,
“Accounting for the Costs of Computer Software to be Sold, Leased or Otherwise
      Marketed” (SFAS 86). Costs are capitalized only after the technological
      feasibility of the project has been established. In accordance with Statement
      of
      Financial Accounting Standards No. 142 “Goodwill and Other Intangible Assets”
(SFAS No.142), the Company has recorded its software development costs as a
      definite-lived intangible asset and is amortizing these costs over the
      three-year estimated useful life of the software. All other costs to develop
      software, either in the preliminary project stage or post implementation stage
      are expensed as incurred.




***Net
      Loss Per Share Information.*** Basic
      and
      diluted loss per share is calculated by dividing net loss by the
      weighted-average number of common shares outstanding during the reporting
      period. The Company’s common stock warrants have been excluded from the diluted
      loss per share computation since their effect is anti-dilutive.





F ***air
      Value of Financial Instruments.*** The
      carrying amount of cash and cash equivalents, loan receivable, accounts payable,
      and other current liabilities approximates fair value because of the short
      maturity of those instruments.





***Reclassification.*** Certain
      amounts in September 2006 were reclassified to conform to the 2007 presentation.
      The reclassification had no effect on 2006 net loss.




**-
          8 -**


**INVERTED
        PARADIGMS CORPORATION AND SUBSIDIARIES**
  ***Notes
        to Condensed Consolidated Financial Statements
        (unaudited)***





**Note
      4 - Notes Payable - Stockholders**





Notes
      payable - stockholders are summarized as follows as of September 30,
      2007:





November
                2006 - Unsecured promissory note payable to for $50,000 including
                interest
                at a fixed rate of 12%. The maturity date is May 2007 at which time
                all
                principal and interest are due. As additional consideration, 150,000
                shares of stock was delivered at maturity. Although the note is past
                maturity and is in default, the Company is accruing interest. (Note
                5).
            $
                50,000March
                2006 - Unsecured promissory note payable to for $20,037 including
                interest
                at a fixed rate of 10%. The maturity date is March 2008 at which
                time all
                principal and interest are due. As additional consideration, 250,000
                shares of stock will be delivered at maturity (Note 5).
            22,037Unsecured
                convertible promissory note payable to for $30,000 including interest
                at a
                rate of 5%, plus prime. The maturity date is June 2008 at which time
                all
                principal and interest are due. The note is convertible at the option
                of
                the lender or borrower at one third of the average closing share
                price of
                the stock for the ten days prior to the conversion date (Note
                5).
            30,000Unsecured
                convertible promissory note payable to for $10,000 including interest
                at a
                rate of 5%, plus prime. The maturity date is June 2008 at which time
                all
                principal and interest are due. The note is convertible at the option
                of
                the lender or borrower at one third of the average closing share
                price of
                the stock for the ten days prior to the conversion date (Note
                5).
            10,000Unsecured
                convertible promissory note payable to for $50,000 including interest
                at a
                rate of 5%, plus prime. The maturity date is June 2008 at which time
                all
                principal and interest are due. The note is convertible at the option
                of
                the lender or borrower at one third of the average closing share
                price of
                the stock for the ten days prior to the conversion date (Note
                5).
            50,000Unsecured
                promissory note payable to for $50,000 including interest at a fixed
                rate
                of 13%. The maturity date is June 2008 at which time all principal
                and
                interest are due. $6,000 of the note was repaid in the 3rdQtr 2007
            44,000Unsecured
                convertible promissory note payable to for $7,500 including interest
                at a
                rate of 5%, plus prime. The maturity date is June 2008 at which time
                all
                principal and interest are due. The note is convertible at the option
                of
                the lender or borrower at one third of the average closing share
                price of
                the stock for the ten days prior to the conversion date (Note
                5).
            7,500Unsecured
                convertible promissory note payable to for $10,000 including interest
                at a
                rate of 5%, plus prime. The maturity date is June 2008 at which time
                all
                principal and interest are due. The note is convertible at the option
                of
                the lender or borrower at one third of the average closing share
                price of
                the stock for the ten days prior to the conversion date (Note
                5).
            10,000Unsecured
                convertible promissory note payable to for $10,000 including interest
                at a
                rate of 5%, plus prime. The maturity date is June 2008 at which time
                all
                principal and interest are due. The note is convertible at the option
                of
                the lender or borrower at one third of the average closing share
                price of
                the stock for the ten days prior to the conversion date (Note
                5).
            10,000Total
                notes payable
            $
                233,537








**-
          9 -**







**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**




***Notes
      to Condensed Consolidated Financial Statements
      (unaudited)***







**Note
      5 - Stockholders’ Equity**





**2007
      Note Conversion,** On
      September 17, 2007 we converted to restricted stock the July 2006 - Unsecured,
      non-interest bearing promissory note payable for $20,000. The maturity date
      was
      August 2006 at which time the principal is due.





**2007
      Note Conversion,** On
      September 17, 2007 we converted to restricted stock the December 2005 unsecured
      promissory note payable for $200,000 including interest at a fixed rate of
      11%.with the maturity date of April 2006 at which time all principal and
      interest were due. As additional consideration, 50,000 shares of stock were
      delivered at maturity.





**2007
      Note Conversion,** On
      September 17, 2007 we converted to restricted stock the March 2006 unsecured
      promissory note payable for $250,000 including interest at a fixed rate of
      11%.with the maturity date of October 2006 at which time all principal and
      interest were due. As additional consideration, 50,000 shares of stock were
      delivered at maturity.





***2007
      Promissory Notes*** ***,*** On
      June
      4, 2007, we sold, in a private placement, four unsecured convertible promissory
      notes in the amount of $90,000. Interest accrues on the outstanding principal
      balance from and after March 16, 2007 at a rate of 5%, plus the prime rate,
      per
      annum. At maturity, June 4, 2008, the lender or the borrower have the option
      of
      converting the notes to restricted common stock at one third of the average
      closing share price of the stock for the ten days prior to the conversion date.





On
      March
      16, 2007, we entered into an unsecured promissory note in the amount of $22,037
      with our former Chief Executive Officer to convert unpaid employee
      reimbursements from accounts payable to a promissory note. Interest accrues
      on
      the outstanding principal balance beginning March 16, 2007 at a rate of 10%
      per
      annum. At maturity, March 17, 2007, in addition to the payment of principal
      and
      accrued interest, we delivered 250,000 shares of our common stock as additional
      incentive for making the loan. The stock is considered restricted securities
      as
      defined by the Securities Act of 1933, as amended. The fair value of these
      shares amounts to $14,500 and will be amortized over the length of the loan.
      $3,625 and $6,042 was included in interest expense of our consolidated
      statements of operations for the three and nine months ended September 30,
      2007,
      respectively





***2006
      Promissory Notes*** ***,*** On
      November 20, 2006, we sold in a private placement, an unsecured promissory
      note in the amount of $50,000. Interest accrues on the outstanding principal
      balance beginning March 17, 2007 at a rate of 12% per annum. At maturity, March
      17, 2007, in addition to the payment of principal and accrued interest, we
      delivered 150,000 shares of our common stock as additional incentive for making
      the loan. The stock is considered restricted securities as defined by the
      Securities Act of 1933, as amended. The fair value of these shares amounts
      to
      $10,500 and were amortized over the length of the loan. $5,483 was included
      in
      interest expense of our consolidated statements of operations for the three
      and
      nine months ended September 30, 2007, respectively.





On
      November 8, 2006, we sold in a private placement, an unsecured promissory
      note in the amount of $26,618 to two stockholders. Interest accrues on the
      outstanding principal balance beginning November 8, 2006 at a rate of 12% per
      annum. At maturity, February 7, 2007, in addition to the payment of
      principal and accrued interest, we delivered 300,000 shares of our common stock
      as additional incentive for making the loan. The stock is considered restricted
      securities as defined by the Securities Act of 1933, as amended. The fair value
      of these shares amounts to $21,000 and were amortized over the length of the
      loan. During the three months ended March 31, 2007, $8,867 was included in
      interest expense of our consolidated statements of operations. The $26,618
      note
      payable has a conversion feature for which the Company recognized $10,648 to
      interest expense during the year ended December 31, 2006 as a result of the
      beneficial conversion feature.





***2007
      Promissory Notes*** ***,*** On
      July
      26, 2007, we sold, in a private placement, an unsecured convertible promissory
      note in the amount of $7,500. Interest accrues on the outstanding principal
      balance from and after March 16, 2007 at a rate of 5%, plus the prime rate,
      per
      annum. At maturity, July 26 2008, the lender or the borrower have the option
      of
      converting the notes to restricted common stock at one third of the average
      closing share price of the stock for the ten days prior to the conversion date.





***2007
      Promissory Notes*** ***.*** On
      July
      26, 2007, we sold, in a private placement, an unsecured convertible promissory
      note in the amount of $10,000. Interest accrues on the outstanding principal
      balance from and after March 16, 2007 at a rate of 5%, plus the prime rate,
      per
      annum. At maturity, July 26 2008, the lender or the borrower have the option
      of
      converting the notes to restricted common stock at one third of the average
      closing share price of the stock for the ten days prior to the conversion date.





***2007
      Promissory Notes*** ***.*** On
      August
      7, 2007, we sold, in a private placement, an unsecured convertible promissory
      note in the amount of $10,000. Interest accrues on the outstanding principal
      balance from and after March 16, 2007 at a rate of 5%, plus the prime rate,
      per
      annum. At maturity, August 7, 2008, the lender or the borrower have the option
      of converting the notes to restricted common stock at one third of the average
      closing share price of the stock for the ten days prior to the conversion date.





**-
          10 -**


**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**




***Notes
      to Condensed Consolidated Financial Statements
      (unaudited)***







**Note
      5 - Stockholders’ Equity, Continued**





The
      following table summarizes our warrants as of September 30, 2007:





**Year**
            
            **Warrant
                Type**
            
            **Warrant
                Shares**
            
            **Exercise
                Price**
            
            **Expiration
                Date**2004
            
            Notes
                payable warrants
            
            50,000
            
            0.92
            
            None2004
            
            Private
                placement warrants
            
            3,718,491
            
            0.75
            
            Aug.
                - Oct. 20072005
            
            Broker
                warrants
            
            50,000
            
            0.50
            
            Dec.
                20082006
            
            Broker
                warrants
            
            50,000
            
            0.50
            
            Mar.
                20092006
            
            Broker
                warrants
            
            300,000
            
            0.045
            
            Apr.
                20112006
            
            Warrant
                exercise
            
            (300,000)
            
            0.045-2006
            
            Broker
                warrants
            
            294,118
            
            0.085
            
            May
                20112006
            
            Warrant
                exercise
            
            (294,118)
            
            0.085-2006
            
            Class
                A warrants
            
            2,941,177
            
            0.085
            
            May
                20112006
            
            Class
                B warrants
            
            2,941,177
            
            0.085
            
            May
                2011Total
                warrants outstanding
            
            11,807,845Total
                proceeds from warrants exercised




**Note
      5 - Impairment of Intangible Assets**




In
      December 2006, the Company recognized an impairment loss on our intangible
      assets due to the inability to continue selling and developing our software.
      The
      impairment loss relates to the Company’s Silent Sword TM software
      and related trademarks. As a result, the Company recorded an impairment charge
      of $100,796 for the year ending December 31, 2006.





**Note
      6 - Commitments and Contingencies**





***Settlement
      Agreement,*** On
      February 9, 2006, we entered into a settlement agreement with a stockholder.
      This stockholder had priority rights with Delta Insights, LLC (“Delta”) in that
      he was to be returned his $100,000 investment in Delta in the event of the
      sale
      of Delta’s technology. When Delta sold its Silent SwordTM software to the
      Company, the shareholder believed he was entitled to the return of his
      investment. To avoid any litigation, the Company entered into a settlement
      agreement that required a cash payment of $25,000 paid immediately and a $75,000
      payment to be made as funds are raised by the Company. The settlement expense
      of
      $100,000 and $0 is included in general and administrative expenses in the
      accompanying consolidated statements of operations for the three months ended
      March 31, 2007. As of March 31, 2007, we have paid $75,000 with the unpaid
      portion of $25,000 included in accrued expenses in the accompanying consolidated
      balance sheet as of September 30, 2007 and 2006, respectively.








***Settlement
      Agreement,*** On
      August
      22, 2007 we entered into a settlement agreement ****** with
      White Star for cancelling the May 30, 2006 subscription agreement for the
      purchase of 2,941,177 of common stock for $250,000 and the issuance of two
      classes of warrants. Class A warrants allowing the purchase of 2,941,177 shares
      at $0.25 a share and Class B warrants allows the purchase of 2,941,177 shares
      at
      $0.35 a share. The Company expects to reverse split the stock within the next
      90
      days and agrees to pay White Star with $350, 000 of restricted common stock
      and
      $50,000 for the cancellation of the May 30, 2006 subscription and the Class
      A
      and B warrants including the release and non-effect of the Favored Nations
      clause in the subscription agreement which adversely affected our financing
      abilities. After one year from this agreement, if the value of the restricted
      stock is less than the $350,000, the Company has the option of issuing
      additional shares to bring the value of White Star’s holdings uo to $350,000 or
      re-purchasing the $350,000 of shares for cash.





**-
          11 -**


**INVERTED
      PARADIGMS CORPORATION AND SUBSIDIARIES**




***Notes
      to Condensed Consolidated Financial Statements
      (unaudited)***









**Note
      6 - Commitments and Contingencies, Continued**









***Consulting
      Agreement.*** On
      September 9, 2006, we entered into an agreement (the “Agreement”) with Big Apple
      Consulting U.S.A., Inc. (the “Consultant”) to provide the Company with investor
      relations and management consulting services for a period of one year. The
      fees
      for these services are $75,000 per month. We issued 4,750,000 restricted shares
      on July 17, 2006 to an escrow agent for payment of the monthly fee. The first
      month’s fee of $75,000 was paid by a third party and charged to additional
      paid-in capital.





On
      May 1,
      2007, the Company entered into an agreement (the “Agreement II”) with Consultant
      to terminate Agreement I. The Agreement II provides that Consultant will be
      compensated 4,750,000 shares issued to escrow for services performed. These
      services have been valued at $300,000 and included in General and Administrative
      expenses in the accompanying statements of operations for the year ended
      December 31, 2006.








**Office
      Lease** .
      On
      February 7, 2006, the Company committed to a non-cancelable operating lease
      on
      operating facilities which expires February 28, 2009. On September 1, 2006,
      the
      Company broke this lease and vacated the property. The landlord leased the
      vacated space to another tenant in December 2006. On April 25, 2007, the Company
      entered into a settlement agreement with its previous landlord for $5,000 to
      settle the termination of its lease. A gain of $14,744 was included in general
      and administrative expenses on the consolidated statement of operations for
      the
      three and six months ended June 30, 2006.





**Employment
      Agreements** .
      In
      April 2007, the Company settled outstanding payroll with four employees of
      the
      Company for $79,000. $39,500 of the funds are to be paid when the Company
      secures $250,000 in operating capital and the remaining funds are to be paid
      when a total of $500,000 in operating capital has been secured. Also, as part
      of
      these settlements, the employment agreement with Charles Wernicke has been
      cancelled.





**Note
      7 - Going Concern**




The
      accompanying financial statements have been prepared in accordance with
      accounting principles generally accepted in the United States of America, which
      contemplates continuation of the Company as a going concern. The Company has
      had
      recurring deficits in the past few years and has large accumulated deficits
      has
      no recurring revenues. These items raise substantial doubt about the Company’s
      ability to continue as a going concern.




**Note
      8 - Subsequent Events**








On
      October 2, 2007, the company entered into an agreement with GAMI, LLC for the
      sale of all tangible and intangible property relating to Silent Sword software
      together with 750,000 shares of 1 for 100 post split common shares of the
      Registrant for the combined purchase price of $150,000. The stock is considered
      restricted securities as defined by Rule 144 promulgated under the Securities
      Act of 1933, as amended.





During
      the fourth quarter of 2007, the company decided to make significant changes
      in
      its business strategy. We formed Transfer Technology International, Inc, a
      new
      wholly owned subsidiary in the business of technology transfer.








**-
          12 -**





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




*This
      Report contains forward-looking statements within the meaning of Section 27A
      of
      the Securities Act of 1933, as amended, and Section 21E of the Securities
      Exchange Act of 1934, as amended, including, without limitation, statements
      regarding the Company’s expectations, beliefs, intentions or future strategies
      that are signified by the words “expects,” “anticipates,” “intends,” “believes,”
or similar language. These forward-looking statements, including those with
      respect to our operating results for 2006, are based upon current expectations
      and beliefs of the Company’s management and are subject to risks and
      uncertainties that could cause results to differ materially from those indicated
      in the forward-looking statements. Some, but not all, of the factors, which
      could cause actual results to differ materially include those set forth in
      the
      risks discussed below under the subheading “Risk Factors” and elsewhere in this
      report. The Company undertakes no obligation to revise or publicly release
      the
      results of any revision to these forward-looking statements, or to explain
      why
      actual results differ. Readers should carefully review the risk factors
      described in this section below and in any reports filed with the Securities
      and
      Exchange Commission (“SEC”).*




**Overview**




We
      were
      incorporated under the name “DP Charters” in Nevada on December 18, 1997. On
      April 18, 2002, we changed our name to “Nomadic Collaboration International,
      Inc.” Effective May 30, 2003, LGC Acquisition Company, a Delaware corporation
      and wholly owned subsidiary of Nomadic Collaboration International, Inc., a
      Nevada corporation, merged with and into LiquidGolf Corporation, a Delaware
      corporation, such that LiquidGolf Corporation was the surviving entity, and by
      virtue thereof, LiquidGolf corporation became a wholly owned subsidiary of
      Nomadic Collaboration. As a result of a merger, the name of the Company changed
      to LiquidGolf Holding Corporation. On September 29, 2003, the Company completed
      a re-incorporation merger into a Delaware Corporation thus changing the state
      of
      incorporation from Nevada to Delaware.




On
      August
      12, 2004 a majority of our stockholders approved changing the name of the
      Company from LiquidGolf Holding Corporation to Horizon Holding Corporation
      to
      reflect our business direction of diversifying its revenue streams.




Since
      the
      date of the merger with LiquidGolf Corporation in May 2003, our goal has been
      to
      create an online community for golfers that provided an e-commerce marketplace
      for the sale of golf-related equipment and apparel, golf-related news and
      information and e-commerce solutions for other golf-related businesses. In
      February 2005, we closed our retail golf operation in Apopka, Florida to focus
      on our golf web site operations, by seeking to partner with an experienced
      golf
      e-tailer.





In
      August
      2006 we decided to discontinue the operations of Liquidgolf, due to the
      inability to attract affiliates to the website.




In
      January 2006, in a continuing effort to build a revenue stream, we purchased
      the
      Silent Sword **TM** software
      and all trademarks, service marks, and logos. As of March 30, 2006, we have
      issued a total of 10,000,000 shares of our common stock for Silent
      Sword **TM** .
      Under
      the purchase agreement, we could have issued a maximum of 20,000,000 common
      shares subject to certain provisions in the agreement, but these conditions
      were
      not met. The stock issued is considered restricted securities as defined by
      the
      Securities Act of 1933, as amended. This product was available for sale in
      July
      2006. We are constantly improving on the product and plan on developing an
      EOM
      version and an enterprise version. The costs associated with developing addition
      versions are approximately $100,000 for labor, inclusive of officer’s salary of
      $66,000, and $10,000 for equipment. Additional capital for marketing, packaging
      and customer services will be needed for these new versions and if the capital
      is not available, the release of the new versions could be delayed.





On
      April 28, 2006 a majority of our stockholders approved changing the name of
      the Company from Horizon Holding Corporation to Inverted Paradigms Corporation
      to reflect our business direction of developing our Silent Sword TM software.





**-
          13 -**


**Plan
      of Operation**







We
      plan
      to grow our business with the formation of the wholly owned subsidiary Transfer
      Technology International, Inc. The mission is to seek out the most promising
      research technologies and commercialize those technologies with world class
      business partners to deliver outstanding financial results.




Based
      upon the Company’s current level of revenues and cash position, we will need to
      raise additional capital in order to fund current operations. These factors
      raise substantial doubt about our ability to continue as a going concern. We
      are
      pursuing several alternatives to address this situation, including raising
      additional funding through an equity or debt financing. We have sold in private
      placements restricted stock and obtained debt financing to raise these
      additional funds in 2007. There
      can be no assurance that the requisite financing will be consummated in the
      necessary time frame or on terms acceptable to us. Should we be unable to raise
      sufficient funds, we may be required to curtail our operating plans or worst
      case, cease operations. No assurance can be given that we will be able to
      operate profitably on a consistent basis, or at all, in the future.





**Cash
      Requirements**




We
      believe we will need an additional $837,000 to continue operations over the
      next
      twelve months. These expenses include the following:





Marketing
            $
                100,000Officers’
                salaries and related taxes
            300,000Other
                general and admin expenses
            100,000Payroll
                and related taxes
            75,000Liability
                insurance
            50,000Legal,
                accounting and other professional fees
            100,000Rent
            25,000Travel
            40,000Director
                fees
            40,000Web
                design and hosting
            2,000Other
                computer and office equipment
            5,000Total
            $
                837,000





If
      we are
      unable to raise the required capital, we will need to reduce current and
      expected expenses in the future. The most significant reduction would be in
      marketing of our product. This may greatly reduce our ability to generate sales.
      If additional capital is raised, we plan to use the capital to accelerate our
      ability to execute our new business plan, making portfolio investments in
      technology and repay our obligations.




**-
          14 -**




**Results
      of Operations**




**Comparison
      of the three and nine months ended September 30, 2007 and September 30,
      2006.**





**CONDENSED
      CONSOLIDATED FINANCIAL INFORMATION**


**Three
                Months Ended**
              **September
                30,**
            **Nine
                Months Ended**
              **September
                30,****2007**
            **2006**
              **As
                Restated**
            **2007**
            **2006**
              **As
                Restated**Revenue
            $
                -
            $
                320
            $
                160
            $
                320Cost
                of Revenue
            (300)
            (115)
            (654)
            (115)Selling,
                General and Administrative
            (118,900)
            (544,917)
            (140,792)
            (1,408,881)Interest
                Income (Expense)
            (24,454)
            (19,305)
            (75,687)
            (52,173)Legal
                Settlement
            (400,000)
            -
            (400,000)
            -Other
                Income
            
            
            3,134Net
              Loss
            $(543,654)
            $(564,017)
            $(613,839)
            $(1,460,840)








**Comparison
      of the Three Months Ended September 30, 2007 and September 30,
      2006.**




***Net
      Revenue*** **.** We have had
      minimal revenue for the three months ended September 30, 2007 and 2006. The
      product was still in development on 2006.




***Cost
      of Sales.*** Cost of
      sales from operations was $300 in 2007. These costs are the resulting credit
      card processing fees.




**** ***General
      and administrative expenses*** .
      General
      and Administrative expenses decreased by $26,000. This decrease can be
      attributed to the reduction of cost associated with salaries, contractors,
      investor relations and marketing of our new product. We have not had the means
      to continue funding these activities in 2007. We also had an increase in general
      and administrative expense from gain related to settlement of debt and
      settlements from employee payroll.




***Interest
      income and expense, net*** .
      Net
      interest income from bank savings was $0 and $0 for 2007 and 2006, respectively.
      The net interest expense from loans and stock compensation were $24,500 and
      $14,700 in 2007 and 2006, respectively.





***Loss
      on discontinued operations*** .
      In
      September 2006 we discontinued the operation of our golf business. The business
      has had limited operations since closing its store in February




**-
          15 -**


**Comparison
      of the Nine Months Ended September 30, 2007 and September 30, 2006.**




***Net
      Revenue*** **.** We have
      sold four copies of our software in 2007 and the product was still in
      development on 2006..




***Cost
      of Sales.*** Cost of
      sales from continuing operations was $654 in 2007. These costs are the resulting
      credit card processing fees.




**** ***General
      and administrative expenses*** .
      General
      and Administrative expenses decreased by $25,511. This decrease can be
      attributed to the reduction of cost associated with salaries, contractors,
      investor relations and marketing of our new product. We have not had the means
      to continue funding these activities in 2007. We also had an increase in general
      and administrative expense from gain related to settlement of debt and
      settlements from employee payroll.




**Liquidity
      and Capital Resources**





We
      had
      cash balances totaling approximately $4,181 as of September 30, 2007.
      Historically, our principal source of funds has been cash generated from
      financing activities.




We
      believe that we will require an additional $837,000 to fund our currently
      anticipated requirements for ongoing operations for our existing business for
      the next twelve-month period. We currently intend to satisfy our long-term
      liquidity requirements from cash flow from operations and to the extent such
      funds are insufficient, we must raise additional funds to sustain operations.




***Cash
      flow from operations.*** Our new
      operating strategy should take significant time to recognize a positive cash
      flow to sustain business and investment needs.




**Variables
      and Trends**




We
      have a
      limited operating history in connection with the current operation of our web
      site and software development. Accordingly, the comparison of the financial
      data
      for the periods presented may not be a meaningful indicator of our future
      performance and must be considered in light of our limited operating history
      and
      our outsourcing of certain operations of our golf Internet website.




**Critical
      Accounting Policies**




We
      make
      use of estimates and assumptions that impact the reported amounts of assets
      and
      liabilities at the date of the financial statements and the reported amounts
      of
      revenue and expenses during the reporting period. On an ongoing basis, we
      evaluate our estimates, including those related to bad debts, inventories and
      goodwill. These estimates and assumptions are based on historical results and
      trends as well as our forecasts as to how these might change in the future.




We
      believe the following critical accounting policies, among others, impact the
      significant judgments and estimates we use in the preparation of our financial
      statements:




**Revenue
      Recognition**





Revenue
      is earned by the Company from the sale of software upon delivery of a license
      to
      the customer, provided that persuasive evidence of an arrangement exists, the
      license fee is fixed and determinable, and collection of the fee is considered
      probable.





The
      Company uses the gross method of revenue recognition, as prescribed under EITF
      99-19, “Reporting Revenue Gross as a Principal versus Net as an Agent,” as the
      Company is the primary obligor in the transaction and is obligated to pay the
      supplier for work performed regardless of whether the customer accepts the
      product.





**Software
      Development Costs**





The
      Company capitalizes software development costs incurred to develop certain
      of
      the Company’s products in accordance with Financial Accounting Standards No. 86,
“Accounting for the Costs of Computer Software to be Sold, Leased or Otherwise
      Marketed” (SFAS 86). Costs are capitalized only after the technological
      feasibility of the project has been established. In accordance with Statement
      of
      Financial Accounting Standards No. 142 “Goodwill and Other Intangible Assets”
(SFAS No.142), the Company has recorded its software development costs as a
      definite-lived intangible asset and is amortizing these costs over the shorter
      of the three-year estimated useful life of the software or the products life
      cycle.




**Stock-Based
      Compensation**




On
      January 1, 2006, the Company adopted the provisions of Statement of Financial
      Accounting Standards No. 123 (revised 2004), "Share-Based Payment" ("SFAS No.
      123(R)") which requires that the costs resulting from all share-based payment
      transactions be recognized in the financial statements at their fair values.
      The
      Company adopted SFAS No. 123(R) using the modified prospective application
      method under which the provisions of SFAS No. 123(R) apply to new awards and
      to
      awards modified, repurchased, or cancelled after the adoption date.
      Additionally, compensation cost for the portion of the awards for which the
      requisite service has not been rendered that are outstanding as of the adoption
      date is recognized in the Statement of Operations over the remaining service
      period after the adoption date based on the award's original estimate of fair
      value.




**Off
      Balance Sheet Arrangements**




We
      have
      no off-balance sheet arrangements that have or are reasonably likely to have
      a
      current or future effect on our financial condition, changes in financial
      condition, revenues or expenses, results of operations, liquidity, capital
      expenditures or capital resources that are material to investors.





**-
          16 -**


**ITEM
      3A(T) - CONTROLS AND PROCEDURES**




We
      have
      evaluated, with the participation of our Chief Executive Officer and Chief
      Financial Officer, the effectiveness of our disclosure controls and procedures
      as of September 30, 2007. Based on this evaluation, our Chief Executive Officer
      and Chief Financial Officer have concluded that our disclosure controls and
      procedures are effective to ensure that we record, process, summarize, and
      report information required to be disclosed by us in our quarterly reports
      filed
      under the Securities Exchange Act within the time periods specified by the
      Securities and Exchange Commission’s rules and forms.




During
      the quarterly period covered by this report, there were no changes in our
      internal controls over financial reporting that materially affected, or are
      reasonably likely to materially affect, our internal control over financial
      reporting. There were no significant changes in the Company’s internal controls
      or in other factors that could significantly affect its internal controls
      subsequent to the Evaluation Date.





**PART
      II - OTHER INFORMATION**





**Item
      1. Legal Proceedings.**





From
      time
      to time we are engaged in various legal and regulatory proceedings arising
      in
      the normal course of business. While it is not possible to determine with
      certainty the outcome of these matters, we are of the opinion that the eventual
      resolution of such proceedings will not have a material adverse impact on our
      financial position or operating results. The Company is not a party to any
      pending legal proceedings nor is any of its property subject to pending legal
      proceedings.





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





**(a)**
            Not
                applicable.


**(b)**
            Not
                applicable.





**(c)** On
      August 4, 2007, we sold, in a private placement, one unsecured convertible
      promissory notes in the amount of $10,000. Interest accrues on the outstanding
      principal balance from and after March 16, 2007 at a rate of 5%, plus the prime
      rate, per annum. At maturity, August 4, 2008, the lender or the borrower have
      the option of converting the notes to restricted common stock at one third
      of
      the average closing share price of the stock for the ten days prior to the
      conversion date.





On
      July
      26, 2007, we sold, in a private placement, two unsecured convertible promissory
      notes in the amount of $17,500. Interest accrues on the outstanding principal
      balance from and after March 16, 2007 at a rate of 5%, plus the prime rate,
      per
      annum. At maturity, July 26, 2008, the lender or the borrower have the option
      of
      converting the notes to restricted common stock at one third of the average
      closing share price of the stock for the ten days prior to the conversion date.





On
      June
      4, 2007, we sold, in a private placement, four unsecured convertible promissory
      notes in the amount of $90,000. Interest accrues on the outstanding principal
      balance from and after March 16, 2007 at a rate of 5%, plus the prime rate,
      per
      annum. At maturity, June 4, 2008, the lender or the borrower have the option
      of
      converting the notes to restricted common stock at one third of the average
      closing share price of the stock for the ten days prior to the conversion date.





On
      March
      16, 2007, we entered into an unsecured promissory note in the amount of $22,037
      with our former Chief Executive Officer to convert unpaid employee
      reimbursements from accounts payable to a promissory note. Interest accrues
      on
      the outstanding principal balance from and after March 16, 2007 at a rate of
      10%
      per annum. At maturity, March 17, 2007, in addition to the payment of principal
      and accrued interest, we will deliver as additional incentive for making the
      loan, 250,000 shares of our common stock. The stock is considered restricted
      securities as defined by the Securities Act of 1933, as amended. The fair value
      of these shares amounts to $14,500 and will be amortized over the length of
      the
      loan. $3,625 and $6,042 was included in interest expense of our consolidated
      statements of operations for the three and nine months ended September30, 2007,
      respectively.





On
      November 8, 2006, we sold in a private placement, an unsecured promissory
      note in the amount of $26,618 to two stockholders. Interest accrues on the
      outstanding principal balance beginning November 8, 2006 at a rate of 12% per
      annum. At maturity, February 7, 2007, in addition to the payment of
      principal and accrued interest, we will deliver 300,000 shares of our common
      stock as additional incentive for making the loan. The stock is considered
      restricted securities as defined by the Securities Act of 1933, as amended.
      The
      fair value of these shares amounts to $21,000 and were amortized over the length
      of the loan. During the three months ended March 31, 2007, $8,867 was included
      in interest expense of our consolidated statements of operations. The $26,618
      note payable has a conversion feature for which the Company recognized $10,648
      to interest expense during the year ended December 31, 2006 as a result of
      the beneficial conversion feature. On September 17, 2007 we converted the note
      to restricted stock.





On
      August
      7, 2006, we closed an agreement (the “Agreement”) with an individual for the
      purchase of 294,118 shares of our common stock for $25,000. The stock is
      considered restricted securities as defined by Rule 144 promulgated under the
      Securities Act of 1933, as amended.





On
      May 30, 2006, we closed an agreement with an investor (the “Investor”) for
      the purchase of 2,941,177 shares of our common stock for $250,000. The stock
      issued to the Investor is considered restricted securities as defined by Rule
      144 promulgated under the Securities Act of 1933, as amended. We also issued
      two
      classes of warrants in accordance with this agreement. Class A warrants
      allows the Investor to purchase 2,941,177 shares at $0.25 per share and Class
      B
      warrants allows the Investor to purchase 2,941,177 shares at $0.35 a share.
      Both
      classes expire on May 30, 2011.





On
      April
      3, 2006, the Company entered into a stock purchase agreement with an investor
      (the “Investor”). This agreement allows the investor to purchase a maximum of
      35,000,000 shares of common stock of the Company at a purchase price of 20%
      of
      the bid price. These shares are deemed restricted securities as defined in
      Rule
      144 of the Securities Act of 1933. The investor purchased 3,000,000 shares
      on
      April 17, 2006 for $135,000. The Investor is under no obligation to purchase
      any
      further amounts of stock from the Company.





On
      March
      9, 2006, we sold in a private placement, a secured promissory note in the amount
      of $250,000 to a stockholder. Interest accrues on the outstanding principal
      balance from and after March 6, 2006 at a rate of 11 percent per annum. At
      maturity, October 31, 2006, in addition to the payment of principal and accrued
      interest, we will deliver as additional incentive for making the loan, 75,000
      shares of our common stock. The stock is considered restricted securities as
      defined by the Securities Act of 1933, as amended.




**-
          17 -**


**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.**




Not
      Applicable.




**Item
      6. Exhibits**




(a)
            Exhibits





______


**EXHIBIT**
              **NUMBER**
            
            **DESCRIPTION**31.1
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                Rule
                13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange
                Act of 1934, as amended*32.1
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                18
                U.S.C. Section 1350, as adopted pursuant to Section 906 of The
                Sarbanes-Oxley Act of 2002.*


_


·
            Filed
                herewith.





**-
          18 -**


SIGNATURES




In
      accordance with Section 13 or 15(d) of the Securities Exchange Act of 1934,
      the
      registrant caused this report to be signed on its behalf by the undersigned,
      thereunto duly authorized.







INVERTED
      PARADIGMS CORPORATION




Dated: November
      19, 2007


By:  /S/
      Christoph Trina


Name:  Christoph
      Trina


Title:
      Principal Executive Officer


Principal Financial Officer


Principal Accounting Officer







**-
          19 -**










**EXHIBIT
      INDEX**








**EXHIBIT**
              **NUMBER**
            
            **DESCRIPTION**31.1
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                Rule
                13a-14(a) and Rule 15d-14(a), promulgated under the Securities Exchange
                Act of 1934, as amended*32.1
            
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                18
                U.S.C. Section 1350, as adopted pursuant to Section 906 of The
                Sarbanes-Oxley Act of 2002.*


_______





*  Filed
      herewith.




**-
          20 -**