**UNITED
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 **Washington,
        D.C. 20549**
  **FORM
        10-QSB**
  (Mark
        One)
  **x**
              **QUARTERLY
                  REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
                  OF
                  1934**
  **For
        the quarterly period ended July 31, 2007**
  **o**
              **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 000-28881**
  **FAMILY
        HEALTHCARE SOLUTIONS, INC.**
 (Exact
        name of registrant as specified in its charter)
  **Nevada**
              **88-0403762**(State
                  or other jurisdiction of incorporation or organization)
              (I.R.S.
                  Employer Identification No.)**598
                  Broadway, 3rd Floor, New York, NY**
              **10012**(Address
                  of principal executive offices)
              (Zip
                  Code)
 
 **(646)
                  839-5500**(Registrant’s
                  telephone number, including area
                  code)
  Indicate
        by check mark if the registrant (1) has filed reports required to be filed
        by
        Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding
        12 months (or for such shorter period that the Company was required to file
        such
        reports), and (2) has been subject to such filing requirements for the past
        90
        days.
 Yes
oNo
x
 
 Indicate
        by check mark whether the Registrant is a large accelerated filer, an
        accelerated filer, or a non-accelerated filer. See definition of “accelerated
        filer and large accelerated filer” in Rule 12b-2 of the Exchange Act. (Check
        one):
  Large
        Accelerated Filero   Accelerated
        Filero   Non-Accelerated
        Filerx
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Act).
 oYes     xNo
 
 As
        of
        July 31, 2007, we had 73,978,694
        outstanding shares of Common Stock, $0.001 par value.
  
   
    **FAMILY
        HEALTHCARE SOLUTIONS, INC.**
 **TABLE
        OF CONTENTS**
  
 **PART
                  I - FINANCIAL INFORMATION**Item
                  1. Financial Statements
              1-8Item
                  2. Management’s Discussion and Analysis of Financial Condition and Results
                  of Operation
              9Item
                  3. Quantitative and Qualitative Disclosures About Market
                  Risk
              13Item
                  4. Controls and Procedures
              13**PART
                  II - OTHER INFORMATION**Item
                  1. Legal Proceedings
              14Item
                  1A. Risk Factors
              14Item
                  2. Unregistered Sales of Equity Securities and Use of
                  Proceeds
              14Item
                  3. Defaults Upon Senior Securities
              14Item
                  4. Submission of Matters to a Vote of Security Holders
              14Item
                  5. Other Information
              14Item
                  6. Exhibits
              14**SIGNATURES**
              15
   
 
 Except
        as
        otherwise required by the context, all references in this report to "we",
        "us”,
        "our", “Family Healthcare Solutions”, “FHCS”, “Mega Media Group”, “MMG” or
        "Company" refer to the consolidated operations of Family Healthcare Solutions,
        Inc., a Nevada corporation, and its wholly owned subsidiary Mega Media Group,
        Inc., a New York corporation, and its wholly-owned subsidiaries.
 
 **Forward-Looking
        Statements and Associated Risks**
  *The
        Private Securities Litigation Reform Act of 1995 provides a "safe harbor"
        for
        certain forward-looking statements. Some of the statements contained in this
        annual report of the Company discuss future expectations, contain
        projections of our operations or financial condition or state other
        forward-looking information. Some statements contained in this quarterly
        report
        on Form 10-QSB that are not historical facts (including without limitation
        statements to the effect that we "believe," "expect," "anticipate," "plan,"
        "intend," "foresee," or other similar expressions) and are forward-looking
        statements. These forward-looking statements are based on our current
        expectations and beliefs concerning future developments and their potential
        effects on us. There can be no assurance that future developments affecting
        us
        will be those anticipated by us. All comments concerning our expectations
        for
        future revenue and operating results are based on our forecasts of our plan
        of
        operation and do not include the potential impact of any future acquisitions
        or
        operations. These forward-looking statements involve significant risks and
        uncertainties (some of which are beyond our control) and assumptions. Should
        one
        or more of these risks or uncertainties materialize, or should any of our
        assumptions prove incorrect, actual results may vary in material respects
        from
        those projected in the forward-looking statements.*
  **PART
        I - FINANCIAL INFORMATION**
 **Item 
        1.  Financial Statements.**
    
  **FAMILY
                    HEALTHCARE SOLUTIONS, INC. AND SUBSIDIARIES****CONSOLIDATED
                    BALANCE SHEETS****UNAUDITED**July
                    31,
                
                
                January
                    31,ASSETS
                
                2007
                
                
                2007Current
                    Assets
                
                (Unaudited)Cash
                
                $
                110,922
                
                
                $
                37,444Accounts
                    receivable, net (Note 3)
                
                
                53,990
                
                
                
                68,636Prepaid
                    Expenses
                
                
                122,213
                
                
                
                168,203Total
                    Current Assets
                
                
                287,125
                
                
                
                274,283Fixed
                    assets, net (Note 4)
                
                
                485,674
                
                
                
                559,097Master
                    records, net (Note 5)
                
                
                125,000
                
                
                
                306,676Other
                    intangible assets, net (Note 5)
                
                
                196,667
                
                
                
                -Advances
                
                
                20,000
                
                
                
                20,000Note
                    Receivable-Gladiator
                
                
                -
                
                
                
                -Deposits
                
                
                183,486
                
                
                
                225,486Other
                
                
                16,010
                
                
                
                16,010TOTAL
                    ASSETS
                
                $
                1,313,961
                
                
                $
                1,401,552LIABILITIES
                    AND STOCKHOLDERS' DEFICITCurrent
                    LiabilitiesAccounts
                    payable
                
                $
                386,076
                
                
                $
                394,870Sales
                    tax payable
                
                
                616
                
                
                
                892Payroll
                    taxes payable
                
                
                556,603
                
                
                
                284,731Accrued
                    Offices' Compensation
                
                
                437,522
                
                
                
                379,829Equipment
                    loan - current portion
                
                
                14,924
                
                
                
                14,924Equipment
                    lease - current portion
                
                
                19,440
                
                
                
                19,440Loans
                    payable (Note 7)
                
                
                690,000
                
                
                
                440,000Due
                    to related party (Note 6)
                
                
                398,783
                
                
                
                444,455Deferred
                    revenues
                
                
                500,575
                
                
                
                252,399Accrued
                    expenses
                
                
                10,837
                
                
                
                7,545Payable
                    to shareholders (Note 6)
                
                
                202,148
                
                
                
                715,118Other
                    current liabilities (Note 10)
                
                
                416,866
                
                
                
                410,965Total
                    Current Liabilities
                
                
                3,634,390
                
                
                
                3,365,168Equipment
                    Loan Payable
                
                
                37,003
                
                
                
                46,961Equipment
                    Lease Payable
                
                
                40,500
                
                
                
                50,220TOTAL
                    LIABILITIES
                
                
                3,711,893
                
                
                
                3,462,349Commitments
                    and contingencies
                
                
                
                
                
                
                -Stockholders'
                    DeficitPreferred
                    stock, $.001 par value, 20,000,000 shares authorized, 0
                    shares
                  issued
                    and outstanding as of 07/31/07 and 14,492,000 shares
                  issued
                    and outstanding as of 01/31/07 (Note 8)
                
                
                -
                
                
                
                14,492Common
                    stock, $.001 par value, 100,000,000 shares authorized, 73,978,694
                  shares
                    issued and outstanding as of 07/31/07 and 70,000,000 shares
                  authorized,
                    5,277,446 shares issued and outstanding as of 01/31/07 (Note
                    8)
                
                
                73,979
                
                
                
                5,277Additional
                    paid-in capital
                
                
                5,574,222
                
                
                
                4,067,546Deferred
                    compensation
                
                
                (317
                )
                
                
                (1,392
                )Accumulated
                    Deficit
                
                
                (8,045,817
                )
                
                
                (6,146,720
                )Total
                    Stockholders' Deficit
                
                
                (2,397,933
                )
                
                
                (2,060,797
                )TOTAL
                    LIABILITIES AND STOCKHOLDERS' DEFICIT
                
                $
                1,313,961
                
                
                $
                1,401,552
  **The
          accompanying notes are an integral part of these financial
          statements.**
  1
    **CONSOLIDATED
                    STATEMENTS OF OPERATIONS****UNAUDITED**Six
                    Months Ended July 31,
                
                
                Three
                    Months Ended July 31,2007
                
                
                2006
                
                
                2007
                
                
                2006(unaudited)
                
                
                (unaudited)
                
                
                (unaudited)
                
                
                (unaudited)Revenues:Advertising revenues
                
                $
                1,875,812
                
                
                $
                1,533,393
                
                
                $
                920,571
                
                
                $
                838,024Other revenues
                
                
                192,208
                
                
                
                10,800
                
                
                
                78,865
                
                
                
                10,800Total Revenues
                
                
                2,068,020
                
                
                
                1,544,193
                
                
                
                999,436
                
                
                
                848,824Operating Expenses
                
                
                1,539,858
                
                
                
                1,457,743
                
                
                
                792,827
                
                
                
                762,104Selling, general and administrative
                
                
                1,695,384
                
                
                
                1,182,378
                
                
                
                797,559
                
                
                
                670,753Depreciation and amortization
                
                
                288,449
                
                
                
                200,330
                
                
                
                244,071
                
                
                
                166,126Stock compensation expense
                
                
                300,000
                
                
                
                -
                
                
                
                300,000
                
                
                
                -3,823,691
                
                
                
                2,840,451
                
                
                
                2,134,457
                
                
                
                1,598,983Net
                    loss from operations
                
                
                (1,755,670
                )
                
                
                (1,296,258
                )
                
                
                (1,135,022
                )
                
                
                (750,159
                )Other
                    Expenses:Interest
                
                
                40,139
                
                
                
                28,512
                
                
                
                14,983
                
                
                
                14,532Net
                    loss before tax benefit
                
                
                (1,795,809
                )
                
                
                (1,324,770
                )
                
                
                (1,150,004
                )
                
                
                (764,691
                )Tax
                    benefit
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -Net
                    loss
                
                $
                (1,795,809
                )
                
                $
                (1,324,770
                )
                
                $
                (1,150,004
                )
                
                $
                (764,691
                )
  **The
        accompanying notes are an integral part of these financial
        statements.**
  
   2
  
 **FAMILY
                    HEALTHCARE SOLUTIONS, INC. AND SUBSIDIARIES****CONSOLIDATED
                    STATEMENTS OF CASH FLOWS****UNAUDITED**Six
                    Months Ended July 31,2007
                
                
                2006(unaudited)
                
                
                (unaudited)CASH
                    FLOWS FROM OPERATING ACTIVITIES:Net
                    loss
                
                $
                (1,795,809
                )
                
                $
                (1,324,770
                )Adjustments
                    to reconcile net loss to net cashused
                    by operating activities:Depreciation
                    and amortization
                
                
                288,449
                
                
                
                200,330Allowance
                    for doubtful accountsStock
                    issued for lender's fee
                
                
                -
                
                
                
                10,000Stock
                    issued in exchange for lease commitment
                
                
                -
                
                
                
                237,189Stock
                    compensation for services
                
                
                1,000
                
                
                
                -Non-cash
                    stock based compensation
                
                
                300,000
                
                
                
                -Changes
                    in operating assets and liabilities:(Increase)
                    in accounts receivable
                
                
                14,646
                
                
                
                3,225(Increase)
                    decrease in advances
                
                
                -
                
                
                
                -(Increase)
                    decrease in prepaid expenses
                
                
                45,990
                
                
                
                (214,194
                )(Increase)
                    decrease in other current assets(Increase)
                    in other assets
                
                
                -
                
                
                
                -Increase
                    (decrease) in bank overdraft
                
                
                -
                
                
                
                -Increase
                    in accounts payable
                
                
                (8,794
                )
                
                
                34,243Increase
                    in sales tax payable
                
                
                (276
                )
                
                
                -Increase
                    in accrued officers' compensation
                
                
                57,693
                
                
                
                147,000Increase
                    in accrued expenses
                
                
                3,292
                
                
                
                -Increase
                    in deferred revenue
                
                
                48,176
                
                
                
                -Increase
                    in payroll liabilities
                
                
                271,872
                
                
                
                75,542Increase
                    in other current liabilities
                
                
                5,902
                
                
                
                -Total
                    adjustments
                
                
                1,027,950
                
                
                
                493,335NET
                    CASH USED BY OPERATING ACTIVITIES
                
                
                (767,859
                )
                
                
                (831,435
                )CASH
                    FLOWS FROM INVESTING ACTIVITIES:Master
                    records
                
                
                (14,000
                )
                
                
                -Fixed
                    assets
                
                
                (25,735
                )
                
                
                (84,944
                )Investment
                    in Gladiator
                
                
                -
                
                
                
                -Deposits
                
                
                42,000
                
                
                
                (42,000
                )CASH
                    PROVIDED (USED) BY INVESTING ACTIVITIES
                
                
                2,265
                
                
                
                (126,944
                )CASH
                    FLOWS FROM FINANCING ACTIVITIES:Loan
                    proceeds, net of repayments
                
                
                240,042
                
                
                
                (9,911
                )Proceeds
                    from issuance of debenture
                
                
                -
                
                
                
                -Loans
                    from shareholders
                
                
                254,030
                
                
                
                657,064Loans
                    from related parties
                
                
                -
                
                
                
                67,970Repayment
                    of loan from related parties
                
                
                (5,000
                )
                
                
                -Sale
                    of common stock
                
                
                350,000
                
                
                
                250,000CASH
                    PROVIDED BY FINANCING ACTIVITIES
                
                
                839,072
                
                
                
                965,123NET
                    INCREASE IN CASH
                
                
                73,478
                
                
                
                6,745CASH:
                    Beginning of period
                
                
                37,444
                
                
                
                12,418End
                    of period
                
                $
                110,922
                
                
                $
                19,163Supplemental
                    disclosure of noncash financing and investing activities:Cash
                    paid during the period for income taxes
                
                $
                2,275
                
                
                $
                1,675Cash
                    paid during the period for interest
                
                $
                30,945
                
                
                $
                28,512Non
                    Cash Financing and Investing Activities:Equipment
                    contributed for common stock
                
                $
                -
                
                
                $
                -Stock
                    issued for Echo Broadcasting
                
                $
                -
                
                
                $
                -Stock
                    issued for lender's fee
                
                $
                -
                
                
                $
                10,000Stock
                    issued in exchange for lease commitments
                
                $
                -
                
                
                $
                237,189Stock
                    issued for conversion of loans to shareholders
                
                $
                877,000
                
                
                $
                843,131Preferred
                    stock issued for services
                
                $
                1,100
                
                
                $
                -Capitalized
                    lease
                
                $
                -
                
                
                $
                -
  **The
          accompanying notes are an integral part of these financial
          statements.**
 
  3
 
 **FAMILY
          HEALTHCARE SOLUTIONS,
          INC. AND SUBSIDIARIES**
 **NOTES
          TO CONSOLIDATED FINANCIAL STATEMENTS**
 **(Amounts
          and Disclosures at and for the three and six months**
 **Ended
          July 31, 2007 and 2006 Are Unaudited)**
 
 
 NOTE
          1 -
          ORGANIZATION AND NATURE OF BUSINESS
 
 On
          June
          20, 2007, Family Healthcare Solutions, Inc., a Nevada Corporation (“the
          company”), entered into a Stock Purchase and Share Exchange Agreement (the
“Exchange Agreement”) pursuant to which FHCS will acquire 100% of the
          issued and outstanding capital stock of Mega Media Group Inc and wholly
          owned
          subsidiaries, making Mega Media a wholly owned subsidiary of FHCS, and
          convert
          into equity $877,000 in convertible debentures from the Mega Media Group
          Inc.
          Note Holders, in exchange for the issuance by the company to the Mega Media
          Group Shareholders and Mega Media Group Note Holders of 49,990,406 shares
          of
          FHCS common stock, par value $0.001 per share, which shall constitute 68.50%
          of
          the company’s issued and outstanding fully diluted common stock after the
          transaction is closed. As additional consideration, the company’s Shareholders
          agreed to cancel 13,161,033 shares of common stock.  The company’s
          stockholders immediately prior to the Closing Date will own 28.50% of the
          issued
          and outstanding fully diluted common stock of FHCS after the transaction
          is
          closed.
 
 Mega
          Media Group, Inc. (the “MMG”) was incorporated in New York State on February 3,
          2004. The Company is a multi-media holding company with five wholly owned
          subsidiaries. The Company’s focus is mainstream entertainment and media and
          Russian ethnic media. The corporate headquarters is located in Brooklyn,
          NY.  All references to the year ending January 31, 2005 are for the
          period February 3, 2004 (date of inception) to January 31, 2005.
 
 As
          reflected in the accompanying combined financial statements, the Company
          has an
          accumulated deficit of $6,146,720 and $2,870,499 at January 31, 2007 and
          2006
          respectively that includes losses of $3,276,221 and $2,270,974 for the
          years
          ended January 31, 2007 and 2006 respectively and a working deficit of $3,090,885
          and $963,754 at January 31, 2007 and 2006 respectively. Also, as reflected
          in
          the accompanying combined financial statements, the Company has an accumulated
          deficit of $8,045,817 and $4,195,269 at July 31, 2007 and 2006 respectively
          that
          includes losses of $1,795,809 and $1,324,770 for six months ended July
          31, 2007
          and 2006 respectively and a working deficit of $3,347,265 and $884,728
          at July
          31, 2007 and 2006 respectively. The Company’s shareholders have funded the
          losses and cash shortfalls allowing management to develop sales and
          contingencies plans. The Company’s also arranging for additional funding. 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 taken the following steps 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 Company is actively pursing
          additional funding and a potential merger or acquisition candidate and
          strategic
          partners, which would enhance stockholders’ investment. Management believes that
          the above actions will allow the Company to continue operations through
          the next
          fiscal year.
 
 
 NOTE-2
–
          SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 
 Preparation
          of Interim Financial Statements
 
 The
          accompanying unaudited consolidated financial statements were prepared
          by Family
          Healthcare Solutions, Inc. pursuant to the rules and regulations of the
          Securities and Exchange Commission (“SEC”) and, in the opinion of management,
          include all adjustments (consisting of normal recurring accruals and adjustments
          necessary for adoption of new accounting standards) necessary to present
          fairly
          the results of the interim periods shown. Certain information and footnote
          disclosures normally included in financial statements prepared in accordance
          with generally accepted accounting principles in the United States have
          been
          condensed or omitted pursuant to such SEC rules and regulations. Management
          believes that the disclosures made are adequate to make the information
          presented not misleading. Due to seasonality and other factors, the results
          for
          the interim periods are not necessarily indicative of results for the full
          year.
 
 
 4
 
 The
          financial statements contained herein should be read in conjunction with
          the
          consolidated financial statements and notes thereto included in the Company’s
          2006 Annual Report on Form 10-K and Form 8-K filed on June 26,
          2007.
 
 The
          accompanying consolidated financial statements include the accounts of
          the
          Company Inc, and its subsidiaries Mega Media Group Inc., Mega Media Film,
          Inc.,
          Mega Media Studios, Inc., Mega Media Records, Inc., VSE Magazine, Inc.,
          and Echo
          Broadcasting Group, Inc. All significant inter company balances and transactions
          have been eliminated.
 
 Certain
          Reclassifications
 
 The
          Company has reclassified a portion of prior quarters selling, general and
          administrative expense to be included as a separate component of operating
          expenses.
 
 Revenue
          Recognition
 
 The
          Company recognizes revenue for broadcast advertising when the commercial
          is
          broadcast and is reported, net of agency and outside sales representative
          commissions, in accordance with Staff Accounting Bulletin (“SAB”) No. 104,
          Topic 13, *“Revenue Recognition, Revised and Updated.”* Agency and
          outside sales representative commissions are calculated based on a stated
          percentage applied to gross billing. Generally, clients remit the gross
          billing
          amount to the agency or outside sales representative, and the agency or
          outside
          sales representative remits the gross billing, less their commission, to
          the
          Company.
 
 Barter
          Transactions
 
 The
            Company provides broadcast advertising time in exchange for advertising
            time in
            other media, as well as certain goods and services. The terms of the
            exchanges
            generally permit the Company to preempt such broadcast time in favor
            of
            advertisers who purchase time in exchange for cash. The Company includes
            the
            value of such exchanges in both broadcasting net revenues and station
            operating
            expenses. The valuation of barter time is based upon the fair value of
            the
            advertising time provided and goods and services received. For the three
            months
            ended July 31, 2007 and 2006, barter transactions reflected in net broadcast
            revenue, operating expenses and selling, general and administrative expenses
            were approximately $29,915 and $0 respectively.
 
 On
            July
            16th,
            2007 VSE
            Magazine, Inc., a subsidiary of Family Healthcare Solutions, Inc, entered
            into
            asset and trademark purchase agreements to acquire a Russian language
            publication currently operating under the name “METPO” that is distributed in
            the greater New York metro area. The total consideration for this transaction
            shall be $200,000 of advertising time on a related company’s radio station,
            Radio VSE.
 
 New
          Accounting Pronouncements
 
 In
          July
          2006, the FASB issued FASB Interpretation (“FIN”) No. 48, “Accounting for
          Uncertainty in Income Taxes,” which prescribes a comprehensive model for how a
          company should recognize, measure, present and disclose in its financial
          statements uncertain tax positions that the company has taken or expects
          to take
          on a tax return (including a decision whether to file or not to file a
          return in
          a particular jurisdiction). The accounting provisions of FIN No.48 are
          effective
          for fiscal years beginning after December 15, 2006. The adoption of this
          Interpretation will have no impact on our financial position or results
          of
          operations.
 
 In
          September 2006, the FASB issued Statement of Financial Accounting Standards
          (“SFAS”) No. 157, “Fair Value Measurements”, which establishes a framework for
          reporting fair value and expands disclosures about fair value measurements.
          SFAS
          No. 157 is effective for financial statements issued for fiscal years beginning
          after November 15, 2007 and interim periods within those fiscal years.
          The
          adoption of this standard will have no impact on our financial
          statements.
 
 In
          February 2007, the FASB issued Statement of Financial Accounting Standards
          No. 159, “The Fair Value Option for Financial Assets and Financial
          Liabilities-Including an amendment of FASB Statement No. 115,
          (“SFAS No. 159”). SFAS No. 159 permits entities to choose to
          measure many financial instruments and certain other items at fair value.
          Most
          of the provisions of this Statement apply only to entities that elect the
          fair
          value option. However, the amendment to FASB Statement No. 115, “Accounting
          for Certain Investments in Debt and Equity Securities,”
(“SFAS No. 115”), applies to all entities with available-for-sale and
          trading securities. SFAS No. 159 is effective for the Company’s
          consolidated financial statements for the annual reporting period beginning
          after November 15, 2007. The Company is currently evaluating the impact of
          this new pronouncement on its consolidated financial
          statements.
   5
 NOTE
          3 –
ACCOUNTS RECEIVABLE
 
 Accounts
                    receivable consist of the following:
                
                July
                    31, 2007
                
                
                January
                    31, 2007Accounts
                    receivable-trade
                
                $
                66,990
                
                
                $
                81,636Allowance
                    for doubtful accounts
                
                
                (13,000
                )
                
                
                (13,000
                )$
                53,990
                
                
                $
                68,636
 
 NOTE
          4 –
FIXED ASSETS
  Fixed
                    Assets consist of the following:
                
                July
                    31, 2007
                
                
                January
                    31, 2007Equipment
                
                $
                434,340
                
                
                $
                432,565Leasehold
                
                
                312,200
                
                
                
                309,148Furniture
                
                
                38,162
                
                
                
                33,953Trucks
                
                
                94,288
                
                
                
                94,288Computer
                    software
                
                
                27,685
                
                
                
                20,705906,675
                
                
                
                890,659Less
                    accumulated depreciation
                
                
                421,001
                
                
                
                331,562$
                485,674
                
                
                $
                559,097
 
 NOTE
          5 –
INTANGIBLE ASSETS
  July
                    31, 2007
                
                
                January
                    31,  2007Intangible
                    Assets consist of the following:Master
                    records
                
                $
                320,676
                
                
                $
                306,676Other
                    intangible assets (see Note 2)
                
                
                200,000
                
                
                
                -Less
                    accumulated amortization
                
                
                (199,009
                )
                
                
                -$
                321,667
                
                
                $
                306,676
 
 NOTE
          6 –
LOANS FROM SHARESHOLDERS AND RELATED PARTY TRANSACTIONS
 
 In
          June,
          2007 the company entered into debt conversion agreements with company's
          shareholders according to which loans from shareholders and certain loans
          due to
          related party in the amount of $877,000 shall be converted into shares
          of common
          stock at the conversion prices of $0.30 and $0.25 per share. These conversion
          agreements were part of the exchange agreement between the company and
          MMG (see
          Note 1).
 
 At
          July
          31, 2007 total loans payable to shareholders of $202,148 and due to related
          party of $398,783 mature in various amounts from September 2, 2007 to January
          11, 2008 and have a stated interest rate of 9%.
 
 
 6
  NOTE
          7 -
          LOANS PAYABLE
 
 In
          May
          2007, the Company borrowed additional $150,000 from First Capital Invest
          Corp
          (“FCIC”), Swiss-based financial institution. Loan is payable in six months from
          the inception.
 
 NOTE
          8 -
          PREFERRED AND COMMON STOCK
 
 During
          three months ended July 31, 2007:
 
 In
          June
          2007 the company entered into stock conversion agreements with company's
          shareholders according to which all preferred shares issued to shareholders
          in
          the amount of $14,417 shall be converted into shares of common stock at
          the par
          value of 0.001 per share. These conversion agreements were part of the
          exchange
          agreement between the company and MMG (see Note 1).
 
 In
          June
          2007 as discussed, in Notes 1 & 7, the company entered into debt conversion
          agreements with company's shareholders according to which loans from
          shareholders and certain loans from related party in the amount of $877,000
          shall be converted into shares of common stock at the conversion prices
          of $0.30
          and 0.25 per share.
 
 In
          July
          2007 the Company sold 1,000,000 of its $.001 par value common shares to
          unrelated investors for $0.30 per share for proceeds of $300,000. Market
          value
          of the stock at the time of sale was $0.60 per share.
 
 NOTE
          9 -
          COMMITMENTS AND CONTINGENCIES
 
 On
          May 1,
          2007 the Company and the lessor of the premises, mutually terminated a
          lease
          agreement for office space, which was originally due to expire on April
          30,
          2011. All prior commitments under the original lease are terminated. The
          company
          continues to rent the office space on the month-to-month basis.
 
 NOTE
          10 –
POTENTIAL LIABILITIES
 
 On
          or
          about August 10, 2006, Edulink, Inc., a company trading on the OTC Bulletin
          Board ("Edulink"), acquired all of the outstanding shares of the Company
          (the
          "Merger"), temporarily making the Company a wholly-owned subsidiary of
          Edulink.  As further explained below, the Merger was subsequently rescinded
          as if it never occurred.  Upon closing the Merger, Edulink borrowed
          $200,000 in August 2006 through several convertible notes with the same
          terms.
          The notes are due in August 2009, bear initial interest at 6%, default
          interest
          of 15% and were secured by all assets of the Company when the Company was
          still
          owned by Edulink.  The notes are convertible at 50% of the average of the
          three lowest intraday trading prices during the 20 day period prior to
          conversion. In addition to the notes payable, the lender received 50,000,000
          warrants to purchase Edulink's common stock. The warrants have an exercise
          price
          of $.01 and expire in August 2013. The conversion cannot exceed 4.99% of
          the
          outstanding shares of common stock. The convertible notes were determined
          to
          have a compound embedded derivative consisting of the conversion option
          and the
          puts and the warrants were determined to be freestanding derivatives. During
          the
          fiscal year ending 01/31/07, interest on the notes was $5,425. As of 1/31/07,
          the total cost of the notes was $205,425. During the six months ending
          07/31/07,
          interest on the notes was $2,926. As of 07/31/07, the total cost of the
          notes
          was $208,351.
 
 Edulink
          also borrowed $203,400 in November 2006 through several notes with the
          same
          terms. The notes are due in November 2009, carry initial interest of 6%,
          default
          interest of 15% and were secured by all assets of the Company when the
          Company
          was still owned by Edulink.  The notes are convertible at 50% of the
          average of the three lowest prices during the 20 day period prior to conversion.
          In addition to the notes payable, the lender received 50,000,000 warrants
          to
          purchase the Edulink's common stock. The warrants have an exercise price
          of $.01
          and expire in November 2013. The conversion cannot exceed 4.99% of the
          outstanding shares of common stock. The convertible notes were determined
          to
          have a compound embedded derivative consisting of the conversion option
          and the
          puts and the warrants were determined to be freestanding derivatives. During
          the
          fiscal year ending 01/31/07, interest on the notes was $2,140. As of 1/31/07,
          the total cost of the notes was $205,540. During six months ending 07/31/07,
          interest on the notes was $2,976. As of 07/31/07, the total cost of the
          notes
          was $208,516.
   7
 
 The
          above
          described notes were issued contemplating that the Company would remain
          wholly-owned by Edulink and that its stock would be registered under applicable
          securities laws.  However, on or about March 12, 2007, the Company and
          Edulink executed a Mutual Rescission and Release Agreement rescinding the
          Stock
          Purchase Agreement and Share Exchange dated August 10, 2006 and voiding
          the
          reverse merger ab initio.  As a result of the aforesaid rescission,
          Edulink and the Company are presently renegotiating the terms of the notes
          and a
          potential relief of liabilities.  It is currently unclear which party
          will hold responsibility for the notes and in what amounts.
 
 NOTE
          11 -
          SEGMENT DATA
 
 Currently
          the Company has three reportable segments, which it believes best reflects
          how
          the Company is currently managed – radio broadcasting, recorded music and
          corporate divisions. The category “other” includes audio & video recording
          studios, VSE magazine and other general support services and initiatives.
          Revenue and expenses earned and charged between segments are recorded at
          fair
          value and eliminated in consolidation.
  Six Months Ended July 31,
          2007
  Radio
                    VSE
                  
                  
                  Recorded
                      Music
                  
                  
                  Corporate
                  
                  
                  Other
                  
                  
                  TotalRevenue
                  
                  $
                  2,018,859
                  
                  
                  $
                  20,000
                  
                  
                  $
                  0
                  
                  
                  $
                  29,161
                  
                  
                  $
                  2,068,020Direct
                      operating expenses
                  
                  
                  1,505,564
                  
                  
                  
                  23,323
                  
                  
                  
                  150
                  
                  
                  
                  10,821
                  
                  
                  
                  1,539,858Selling,
                      general and admin expenses
                  
                  
                  871,752
                  
                  
                  
                  365,006
                  
                  
                  
                  417,483
                  
                  
                  
                  41,143
                  
                  
                  
                  1,695,384Depreciation
                      and amortization
                  
                  
                  26,961
                  
                  
                  
                  200,947
                  
                  
                  
                  57,026
                  
                  
                  
                  3,515
                  
                  
                  
                  288,449Stock
                      compensation expense
                  
                  
                  0
                  
                  
                  
                  0
                  
                  
                  
                  300,000
                  
                  
                  
                  0
                  
                  
                  
                  300,000Interest
                      expenses
                  
                  
                  30,509
                  
                  
                  
                  0
                  
                  
                  
                  9,629
                  
                  
                  
                  0
                  
                  
                  
                  40,138Operating
                      income (loss)
                  
                  $
                  (415,927
                  )
                  
                  $
                  (569,276
                  )
                  
                  $
                  (784,288
                  )
                  
                  $
                  (26,318
                  )
                  
                  $
                  (1,795,809
                  )
  Three Months Ended July 31,
        2007
  Radio
                  VSE
                
                
                Recorded
                  Music
                
                
                Corporate
                
                
                Other
                
                
                TotalRevenue
                
                $
                984,957
                
                
                $
                0
                
                
                $
                0
                
                
                $
                14,479
                
                
                $
                999,436Direct
                    operating expenses
                
                
                782,876
                
                
                
                2,530
                
                
                
                150
                
                
                
                7,271
                
                
                
                792,827Selling,
                    general and admin expenses
                
                
                411,474
                
                
                
                167,847
                
                
                
                188,052
                
                
                
                30,186
                
                
                
                797,559Depreciation
                    and amortization
                
                
                13,594
                
                
                
                198,429
                
                
                
                28,624
                
                
                
                3,424
                
                
                
                244,071Stock
                    compensation expense
                
                
                0
                
                
                
                0
                
                
                
                300,000
                
                
                
                0
                
                
                
                300,000Interest
                    expenses
                
                
                14,983
                
                
                
                0
                
                
                
                0
                
                
                
                0
                
                
                
                14,983Operating
                    income (loss)
                
                $
                (237,970
                )
                
                $
                (368,806
                )
                
                $
                (516,826
                )
                
                $
                (26,402
                )
                
                $
                (1,150,004
                )
   8
  **Item
        2.                      Management’s Discussion and Analysis
        of
        Financial Condition and Results of Operation.**
  **Forward-Looking
        Statements**
  *The
        discussion in this section contains certain statements of a forward-looking
        nature relating to future events or our future performance. Words such as
        “anticipates,” “believes,” “expects,” “intends,” “future,” “may” and similar
        expressions or variations of such words are intended to identify forward-looking
        statements, but are not the only means of identifying forward-looking
        statements. Such statements are only predictions and that actual events or
        results may differ materially. In evaluating such statements, you should
        specifically consider various factors identified in this report, including
        the
        matters set forth under the caption “business risks,” which could cause actual
        results to differ materially from those indicated by such forward-looking
        statements.*
 
 The
        following discussion is provided to
        afford the reader an understanding of the material matters of the Company's
        financial condition, results of operation, capital resources and liquidity.
        It
        should be read in conjunction with the financial statements and notes thereto
        and other information appearing elsewhere in this report.
 
 **Background**
 
 On
        or
        about June 20, 2007, Family Healthcare Solutions, Inc., a Nevada Corporation
        (“FHCS”), certain FHCS shareholders, Mega Media Group, Inc., a New York
        corporation ("MMG"), and certain MMG shareholders and note holders, entered
        into
        a Stock Purchase and Share Exchange Agreement (the “Exchange Agreement”)
        pursuant to which FHCS acquired 100% of the issued and outstanding capital
        stock of Mega Media Group, Inc. and its subsidiaries (collectively "MMG"),
        making MMG a wholly owned subsidiary of FHCS, and converted into equity $877,000
        in convertible debentures from the MMG note holders, in exchange for the
        issuance by FHCS to the MMG shareholders and MMG note holders of 49,990,406
        shares of FHCS common stock, par value $0.001 per share, which constitutes
        68.50% of the FHCS’s issued and outstanding fully diluted common stock after the
        transaction closed. As additional consideration, the FHCS shareholders agreed
        to
        cancel 13,161,033 shares of common stock.  FHCS stockholders existing
        immediately prior to the closing date of the Exchange Agreement now own 28.50%
        of the issued and outstanding fully diluted common stock of FHCS and, for
        arranging the transaction, First Capital Invest Corp. was issued 3% of the
        issued and outstanding fully diluted common stock of FHCS (2,189,361 shares
        of
        FHCS common stock).  After the closing of the Exchange Agreement, FHCS
        succeeded to the business of MMG and MMG's wholly-owned subsidiaries as its
        sole
        business. The transaction was accounted for as a reverse
        acquisition.
  **Results
        of Operations**
  **Results
        of operations for the Three Months Ended July 31, 2007 Compared with the
        Three
        Months Ended July 31, 2006**
  *Revenue*
 
 We
        derive
        revenue from sales of advertisements and program sponsorships to advertisers,
        independent promotion agreements, ticket and other revenue related to special
        events we sponsor throughout the year and management fees from our subsidiaries.
        Advertising revenue is affected primarily by the advertising rates our radio
        stations and magazine are able to charge as well as the overall demand for
        advertising time in a market. For the three months
        ended
        July 31, 2007 our revenue increased by $150,612 to $999,436 as compared to
        $848,824 for the three months ended July 31, 2006. The increase results
        primarily from increase radio advertising revenues.
   9
 
 ***Operating
        Expenses***
 
 Our
        significant operating expenses consist of (i) employee salaries and commissions,
        (ii) programming expenses, (iii) advertising and promotion expenses, (iv)
        rental
        of premises for studios and offices, (v) rental of transmission tower space
        and
        (vi) freelance consultants. We strive to control these expenses by centralizing
        certain functions such as finance, accounting, legal, human resources and
        management information systems and the overall programming management
        function.For the
        three months ended July 31, 2007 operating expenses increased by $30,723
        to
        $792,827 as compared to $762,104 for the three months ended July 31, 2006.
        The
        increase is principally attributable to increased broadcasting
        expenses.
 
 ***Selling,
        General and Administrative Expenses***
  Selling,
        General and Administrative expenses increased by $126,806 to $797,559 for
        the
        three months ended July 31, 2007 from $670,753 in 2006. The increase is
        attributable to higher corporate expenses, as well as increase in our recorded
        music business. Selling expenses are a significant part of our expenditures
        and
        relate directly to the marketing and development of products. We anticipate
        similar expenditures for the foreseeable future.
  ***Depreciation
        and Amortization Expenses***
  Depreciation
        and Amortization expenses increased by $77,945 to $244,071 for the three
        months
        ended July 31, 2007 from $166,126 in 2006 due to the write off of the impaired
        master records.
  ***Stock
        Compensation Expense***
  Non-cash
        stock compensation expense increased by $300,000 to $300,000 for the three
        months ended July 31, 2007 from $0 in 2006 as result of sale of common stock
        to
        unrelated investors below the market price.
 ***Interest
        Expense***
  Interest
        expense increased by $451 to $14,983 for the three months ended July 31,
        2007
        from $14,532 in 2006 due to the additional borrowings.
 
 ***Net
        Loss***
  We
        have a
        net loss of $1,150,004 for three months ended July 31, 2007 as compared to
        a net
        loss of $764,691 for the three months ended July 31, 2006. The increase in
        net
        loss is primarily attributable to the increase of our operating, selling,
        general and administrative expenses.
 
 **For
        the Six Months Ended July 31, 2007 Compared with the Six Months Ended July
        31,
        2006**
 
 ***Revenue***
 
 We
        derive
        revenue from sales of advertisements and program sponsorships to local
        advertisers, independent promotion agreements, ticket and other revenue related
        to special events we sponsor throughout the year and management fees from
        our
        subsidiaries. Advertising revenue is affected primarily by the advertising
        rates
        our radio stations and magazine are able to charge as well as the overall
        demand
        for radio advertising time in a market. For the six months ended July 31,
        2007
        our revenue increased by $523,827 to $2,068,020 as compared to $1,544,193
        for
        the six months ended July 31, 2006. The increase results primarily from increase
        radio advertising revenues.
   10
 
 ***Operating
        Expenses***
 
 Our
        significant operating expenses consist of (i) employee salaries and commissions,
        (ii) programming expenses, (iii) advertising and promotion expenses, (iv)
        rental
        of premises for studios, (v) rental of transmission tower space and (vi)
        freelance consultants We strive to control these expenses by centralizing
        certain functions such as finance, accounting, legal, human resources and
        management information systems and the overall programming management
        function.For the six
        months ended July 31, 2007 operating expenses increased by $82,115 to $1,539,858
        as compared to $1,457,743 for the six months ended July 31, 2006. The increase
        is principally attributable to changing from AM to FM frequencies as well
        as
        increased broadcasting expenses.
 
 ***Selling,
        General and Administrative Expenses***
  Selling,
        General and Administrative expenses increased by $513,006 to $1,695,384 for
        the
        six months ended July 31, 2007 from $1,182,378 in 2006. The increase is
        attributable to higher corporate expenses, as well as increase in our recorded
        music business and promotional expenses. Selling expenses are a significant
        part
        of our expenditures and relate directly to the marketing and development
        of
        products. We anticipate similar expenditures for the foreseeable
        future.
  ***Depreciation
        and Amortization Expenses***
  Depreciation
        and Amortization expenses increased by $88,119 to $288,449 for the six months
        ended July 31, 2007 from $200,330 in 2006 due to the acquisition of various
        fixed and intangible assets.
 
 ***Stock
        Compensation Expense***
  Non-cash
        stock compensation expense increased by $300,000 to $300,000 for the six
        months
        ended July 31, 2007 from $0 in 2006 as result of sale of common stock to
        unrelated investors at discount.
 
 ***Interest
        Expense***
  Interest
        expense increased by $11,627 to $40,139 for the six months ended July 31,
        2007
        from $28,512 in 2006 due to the additional borrowings.
 
 ***Net
        Loss***
  We
        have a
        net loss of $1,795,809 for six months ended July 31, 2007 as compared to
        a net
        loss of $1,324,770 for the six months ended July 31, 2006. The increase in
        net
        loss is primarily attributable to non-cash stock based compensation and the
        increase of our operating and selling, general and administrative
        expenses.
  ***Liquidity
        and Capital Resources***
 
 As
        of July, 2007, our Working Capital
        deficiency is$3,347,265.
  Cash
        used
        in operating activities was $767,859 for the six months ended July 31, 2007
        as
        compared to $831,435 during the six months ended July 31, 2006. The decrease
        in
        cash used in operating activities reflects the reduced outlays necessary
        to
        achieve the growth in revenues, which should ultimately result in positive
        operating cash flow.
  Cash
        provided by investing activities was $2,265 for the six months period ended
        July
        31, 2007 as compared to $126,944 cash used in investing activities for the
        six
        months period ended July 31, 2006. The decrease in cash used by investing
        activities is primarily due to reduced investments in various projects and
        reduction in security deposits.
 
 Cash
        provided by financing activities was $839,072 for the six months period ended
        July 31, 2007 as compared to $965,123 for the six months ended July 31, 2006.
        The decrease in cash provided by financing activities is primarily due to
        the
        capital contributions and loans from shareholders.
   11
 
 **Recent
        Financing**
  On
        July 26, 2007 we executed a
        subscription agreement with Alina Cherny (“Cherny”) pursuant to which Cherny
        purchased 500,000 shares of FHCS common stock at thirty cents ($0.30) per
        share
        for an aggregate purchase price of one hundred fifty thousand and 00/000
        dollars
        ($150,000).
 
 On
        July
        16, 2007 we executed a subscription agreement with Stanley Merdinger
        (“Merdinger”) pursuant to which Merdinger purchased 166,667 shares of FHCS
        common stock at thirty cents ($0.30) per share for an aggregate purchase
        price
        of fifty thousand and 10/000 dollars ($50,000.10).
  On
        July
        19, 2007 we executed a subscription agreement with Eugene Khavinson
        (“Khavinson”) pursuant to which Khavinson purchased 333,333 shares of FHCS
        common stock at thirty cents ($0.30) per share for an aggregate purchase
        price
        of ninety-nine thousand nine hundred ninety-nine and 90/100 dollars
        ($99,999.90).
 
 The
        shares of FHCS common stock issued to the individuals named above are currently
        not registered with the Securities and Exchange Commission, but FHCS
        contemplates that a registration statement will be filed in the near
        future.
 
 These
        shares of our common stock qualified for exemption under Section 4(2) of
        the
        Securities Act of 1933 since the issuance shares by us did not involve a
        public
        offering. The offering was not a “public offering” as defined in Section 4(2)
        due to the insubstantial number of persons involved in the deal, size of
        the
        offering, manner of the offering and number of shares offered. We did not
        undertake an offering in which we sold a high number of shares to a high
        number
        of investors. In addition, the individuals named above had the necessary
        investment intent as required by Section 4(2) since they agreed to and received
        share certificates bearing a legend stating that such shares are restricted
        pursuant to Rule 144 of the 1933 Securities Act. This restriction ensures
        that
        these shares would not be immediately redistributed into the market and
        therefore not be part of a “public offering.” Based on an analysis of the above
        factors, we have met the requirements to qualify for exemption under Section
        4(2) of the Securities Act of 1933 for this transaction.
 
 **Going
        Concern**
 
 As
        reflected in the Company’s Financial Statements which accompany this report, our
        consolidated financial statements have been prepared on a going concern basis,
        which contemplates the realization of assets and liabilities and commitments
        in
        the normal course of business. In the near term, we expect operating costs
        to
        continue to exceed funds generated from operations. As a result, we expect
        to
        continue to incur operating losses and we may not have sufficient funds to
        grow
        our business in the future. We can give no assurance that we will achieve
        profitability or be capable of sustaining profitable operations. As a result,
        operations in the near future are expected to continue to use working
        capital.
 
 To
        successfully grow the individual segments of the business, we must decrease
        our
        cash burn rate, improve our cash position and the revenue base of each segment,
        and succeed in our ability to raise additional capital through a combination
        of
        public or private debt and equity offerings or strategic alliances. We also
        depend on certain third party contractors and our executives.
  
 We
        incurred net losses of $1,795,809 and $1,324,770 for the six months ended
        July
        31, 2007 and 2006, respectively, and have an accumulated deficit of $8,045,817
        at July 31, 2007. As of July 31, 2007, we had total assets of $1,313,961
        and
        total liabilities of $3,711,893 creating a working capital deficiency of
        $3,347,265. The Company currently has approximately $110,922 in cash as of
        July
        31, 2007.
  ***Off-Balance
        Sheet Arrangements***
 
 We
        do not
        have off-balance sheet arrangements, financings, or other relationships with
        unconsolidated entities or other persons, also known as “special purpose
        entities” (SPEs).
 
 12
 
 Critical
        Accounting Policies
  Our
        financial statements and related public financial information are based on
        the
        application of accounting principles generally accepted in the United States
        (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and
        subjective interpretations of accounting principles that have an impact on
        the
        assets, liabilities revenue and expense amounts reported. These estimates
        can
        also affect supplemental information contained in our external disclosures
        including information regarding contingencies, risk and financial condition.
        We
        believe our use of estimates and underlying accounting assumptions adhere
        to
        GAAP and are consistently and conservatively applied. We base our estimates
        on
        historical experience and on various other assumptions that we believe to
        be
        reasonable under the circumstances. Actual results may differ materially
        from
        these estimates under different assumptions or conditions. We continue to
        monitor significant estimates made during the preparation of our financial
        statements.
  Our
        significant accounting policies are summarized in the summary “Background and
        Significant Accounting Policies” accompanying our financial statements. While
        all these significant accounting policies impact our financial condition
        and
        results of operations, we view certain of these policies as critical. Policies
        determined to be critical are those policies that have the most significant
        impact on our financial statements and require management to use a greater
        degree of judgment and estimates. Actual results may differ from those
        estimates. Our management believes that given current facts and circumstances,
        it is unlikely that applying any other reasonable judgments or estimate
        methodologies would cause effect on our consolidated results of operations,
        financial position or liquidity for the periods presented in this
        report.
 
 **Item
        3.                      Quantitative and Qualitative
        Disclosures About Market Risk.**
  **Market
        Risk**
 
 Our
        exposure to market risk is principally confined to cash in bank which have
        short
        maturities and therefore we believe to be minimal and immaterial market
        risk.
 
 **Item
        4.                      Controls and
        Procedures.**
  **Evaluation
        of Disclosure Controls and Procedures**
 
 Based
        on
        their evaluation as of the end of the period covered by this Quarterly Report
        on
        Form 10-QSB, our Chief Executive Officer and Chief Financial Officer have
        concluded that our disclosure controls and procedures (as defined in Rules
        13a-15(e) and 15d-15(e) under the Exchange Act) are effective to ensure that
        information required to be disclosed by us in reports that we file or submit
        under the Exchange Act is recorded, processed, summarized and reported within
        the time periods specified in the Securities and Exchange Commission's rules
        and
        forms. Recent communications from the Securities and Exchange Commission
        brought
        to current management’s attention that several required filings were delinquent
        and current management recognized that Company’s prior management and executive
        team did not have adequate controls in place to ensure that filings were
        made in
        an accurate and timely manner.
 
 **Changes
        in Internal Controls**
  In
        new
        management’s evaluation of the Company’s internal controls and procedures, some
        improvements were made as follows:
 
 ●  Updating
        internal controls and
        procedures.
 ●  Adopting
        a new Code of Business Ethics
        which is now posted on the Company's web site.
 ●  C
        ontinued education for the Company’s
        executive management to keep them abreast of changes in legal accounting
        rules
        and SEC regulations.
  13
  **PART
        II - OTHER INFORMATION**
 **Item
        1.**                      **Legal
        Proceedings.**
  Except
        as
        stated below, neither the Company nor any of its subsidiaries is a party
        to any
        pending or threatened legal proceedings.
  As
        disclosed
        in our 8-K filing on June 26, 2007, we are subject to a debt collection lawsuit
        in the Supreme Court of New York, Kings County, filed on May 14, 2007 by
        Harris
        Publications, Inc. for not paying for advertising services
        rendered.  Plaintiff seeks judgment in the amount of $7,713.00 with
        interest from March 1, 2005.  We are working to resolve this
        matter.  In the opinion of our management, this matter is not
        reasonably expected to have a material adverse effect on our business and
        financial condition.
 
 **Item
          2.**                      **Unregistered
          Sales of Equity
          Securities and Use of Proceeds.**
  As
            noted
            earlier in this filing, and as disclosed in a series of recent 8-K filings,
            there were three recent subscription agreements entered into with
            non-affiliates:
  1.
            On July
            26, 2007 we executed a subscription agreement with Alina Cherny (“Cherny”)
            pursuant to which Cherny purchased 500,000 shares of FHCS common stock
            at thirty
            cents ($0.30) per share for an aggregate purchase price of one hundred
            fifty
            thousand and 00/000 dollars ($150,000).
  2.
            On July
            16, 2007 we executed a subscription agreement with Stanley Merdinger
            (“Merdinger”) pursuant to which Merdinger purchased 166,667 shares of FHCS
            common stock at thirty cents ($0.30) per share for an aggregate purchase
            price
            of fifty thousand and 10/000 dollars ($50,000.10).
  3.
            On July
            19, 2007 we executed a subscription agreement with Eugene Khavinson
            (“Khavinson”) pursuant to which Khavinson purchased 333,333 shares of FHCS
            common stock at thirty cents ($0.30) per share for an aggregate purchase
            price
            of ninety-nine thousand nine hundred ninety-nine and 90/100 dollars
            ($99,999.90).
  The
            shares of FHCS common stock issued to the individuals named above are
            currently
            not registered with the Securities and Exchange Commission, but FHCS
            contemplates that a registration statement will be filed in the near
            future.
  These
            shares of our common stock qualified for exemption under Section 4(2)
            of the
            Securities Act of 1933 since the issuance shares by us did not involve
            a public
            offering. The offering was not a “public offering” as defined in Section 4(2)
            due to the insubstantial number of persons involved in the deal, size
            of the
            offering, manner of the offering and number of shares offered. We did
            not
            undertake an offering in which we sold a high number of shares to a high
            number
            of investors. In addition, the individuals named above had the necessary
            investment intent as required by Section 4(2) since they agreed to and
            received
            share certificates bearing a legend stating that such shares are restricted
            pursuant to Rule 144 of the 1933 Securities Act. This restriction ensures
            that
            these shares would not be immediately redistributed into the market and
            therefore not be part of a “public offering.” Based on an analysis of the above
            factors, we have met the requirements to qualify for exemption under
            Section
            4(2) of the Securities Act of 1933 for this transaction.
 **Item
          3.                      Defaults Upon Senior
          Securities.**
  None.
 
 **Item
          4.**                      **Submission
          of Matters to a Vote
          of Security Holders.**
  None.
 
 **Item
          5.                      Other
          Information.**
 
 None.
 **Item
          6.                      Exhibits.**
 **Exhibit No.**
                  
                  **Title
                      of Document**
                  
                  **Location**31.1
                  
                  Certification
                      of Chief Executive Officer Pursuant to Rule 13a-14(a) of the
                      Securities Exchange Act of 1934
                  
                  Filed
                      herewith31.2
                  
                  Certification
                      of Chief Financial Officer Pursuant to Rule 13a-14(a) of the
                      Securities Exchange Act of 1934
                  
                  Filed
                      herewith32.1
                  
                  Certification
                      of Chief Executive Officer pursuant to 18 U.S.C. Section 1350,
                      as adopted
                      pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
                  
                  Filed
                      herewith32.2
                  
                  Certification
                      of Chief Financial Officer Pursuant to Rule 13a-14(b) of the Exchange
                      Act and 18 U.S.C. Section 1350, as Adopted Pursuant to
                      Section 906 of the Sarbanes-Oxley Act of 2002
                  
                  Filed
                      herewith
  14
  
 **SIGNATURES**
   Pursuant
        to the requirements of Section 13 or 15(d) of the Securities Exchange Act
        of
        1934, the registrant has duly caused this report to be signed on its behalf
        by
        the undersigned, thereunto duly authorized.
  **FAMILY
                  HEALTHCARE SOLUTIONS, INC.**Date: 
                  August 15,
                  2007
              By:
              /s/ *Aleksandr
                  Shvarts*ALEKSANDR
                  SHVARTS
  15