UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549


                                   FORM 10-QSB



[X]   Quarterly Report pursuant to Section 13 or 15(d) of the Securities
      Exchange Act of 1934

      For the quarterly period ended  August 31, 2007
                                      -----------------

[ ]   Transition Report pursuant to 13 or 15(d) of the Securities Exchange
      Act of 1934

      For the transition period                  to
                               ------------------   --------------------

      Commission File Number    333-107179
                            -----------------


                             XPENTION GENETICS, INC.
    ------------------------------------------------------------------------
       (Exact name of small Business Issuer as specified in its charter)



          Nevada                                         98-0380519
---------------------------------             --------------------------------
(State or other jurisdiction of              (IRS Employer Identification No.)
 incorporation or organization)

10965 Elizabeth Drive
Conifer, CO                                               80433
----------------------------------------      --------------------------------
(Address of principal executive offices)           (Postal or Zip Code)


Issuer's telephone number, including area code:        (303) 908-4900
                                                ------------------------------

<PAGE>

Check  whether the issuer (1) filed all 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 issuer was  required to file such
reports),  and (2) has been subject to such filing  requirements for the past 90
days [X] Yes [ ] No

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).        [_] Yes         [X] No

State the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date:  59,975,833 shares of $0.001 par value
common stock outstanding as of October 19, 2007.

Transitional Small Business Disclosure Format (Check one):   [_] Yes     [X] No


<PAGE>

                          PART I FINANCIAL INFORMATION

Item 1.  Financial Statements

<TABLE>
<CAPTION>

                             XPENTION GENETICS, INC.
                          (A Development Stage Company)
                           CONSOLIDATED BALANCE SHEET
                              as of August 31, 2007
                                   (Unaudited)


                                     ASSETS
<S>                                                                           <C>
Current assets
Cash and cash equivalents                                                              $ 457
Prepaid expenses                                                                      14,343
                                                                              ---------------
         Total current assets                                                       $ 14,800
                                                                              ===============


                                          LIABILITIES

Current liabilities
  Accounts payable and accrued expenses                                             $146,147
  Accrued compensation                                                               272,000
  Accrued interest                                                                    11,317
  Note payable, related party                                                        108,000
  Convertible debt, net of discount                                                   22,693
                                                                              ---------------
          Total current liabilities                                                  560,157
                                                                              ---------------

                                    STOCKHOLDERS' (DEFICIT)

Preferred stock, $0.001 par value, 10,000,000 shares authorized,
none issued or outstanding                                                                 -
Common stock, $0.001 par value, 100,000,000 shares authorized,
 59,975,833 shares issued and outstanding                                             59,976
Additional paid-in capital                                                           807,524
(Deficit) accumulated during the development stage                                (1,412,857)
                                                                              ---------------
          Total stockholders' (deficit)                                             (545,357)
                                                                              ---------------

          Total liabilities and stockholders' (deficit)                             $ 14,800
                                                                              ===============

</TABLE>


            The accompanying footnotes are an integral part of these
                       consolidated financial statements.


<PAGE>

<TABLE>
<CAPTION>

                                     XPENTION GENETICS, INC.
                                  (A Development Stage Company)
                              CONSOLIDATED STATEMENTS OF OPERATIONS
                      for the three months ended August 31, 2007 and 2006,
             and for the period from Inception (October 13, 2004) to August 31, 2007
                                           (Unaudited)


                                                                                                        October 13, 2004
                                                                                                         (Inception) to
                                                           2007                     2006                 August 31, 2007
                                                   ---------------------    ----------------------    ----------------------
<S>                                                <C>                      <C>                       <C>
Revenues                                                    $ -                      $          -                   $     -
                                                   ---------------------    ----------------------    ----------------------

Expenses
    Research and development                                     28,065                    13,140                   937,601
 General and administrative                                      38,874                    40,148                   445,246
                                                   ---------------------    ----------------------    ----------------------
        Total expenses                                           66,939                    53,288                 1,382,847
                                                   ---------------------    ----------------------    ----------------------

Operating (loss)                                                (66,939)                  (53,288)               (1,382,847)
                                                   ---------------------    ----------------------    ----------------------

Other (expense)
 Interest expense                                                (1,950)                   (1,400)                  (16,317)
    Amortization of debt discount                                (5,293)                        -                   (13,693)
                                                   ---------------------    ----------------------    ----------------------
           Total other (expense)                                 (7,243)                   (1,400)                  (30,010)
                                                   ---------------------    ----------------------    ----------------------


Net (loss)                                                    $ (74,182)                $ (54,688)             $ (1,412,857)
                                                   =====================    ======================    ======================

Basic and diluted:
  (Loss) per share                                              $ (0.00)                  $ (0.00)                  $ (0.03)
                                                   =====================    ======================    ======================

  Weighted average shares outstanding                        59,975,833                57,625,833                51,413,384
                                                   =====================    ======================    ======================
</TABLE>



            The accompanying footnotes are an integral part of these
                       consolidated financial statements.

<PAGE>

<TABLE>
<CAPTION>


                                 XPENTION GENETICS, INC.
                              (A Development Stage Company)
                          CONSOLIDATED STATEMENTS OF CASH FLOWS
                  for the three months ended August 31, 2007 and 2006,
         and for the period from inception (October 13, 2004) to August 31, 2007
                                       (Unaudited)

                                                                                                         October 13, 2004
                                                                                                          (Inception) to
                                                                  2007                  2006              August 31, 2007
                                                            -----------------    -------------------    --------------------
<S>                                                         <C>                  <C>                    <C>

Cash flows from operating activities:
            Cash flows (used in) operating activities              $ (24,250)             $ (21,973)             $ (612,643)
                                                            -----------------    -------------------    --------------------

Cash flows from investing activities:
                                                            -----------------    -------------------    --------------------
            Cash flows (used in) investing activities                      -                      -                       -
                                                            -----------------    -------------------    --------------------

Cash flows from financing activities:
       Advances from stockholder                                           -                  1,500                       -
       Bank overdraft                                                      -                  1,244                       -
       Proceeds from note payable                                          -                      -                 108,000
       Proceeds from convertible debt                                      -                      -                  30,000
       Proceeds from issuance of common stock                              -                      -                 475,100
                                                            -----------------    -------------------    --------------------
            Cash flows provided by financing activities                    -                  2,744                 613,100
                                                            -----------------    -------------------    --------------------

Net increase (decrease) in cash and equivalents                      (24,250)               (19,229)                    457

Cash and cash equivalents, beginning of period                        24,707                 19,229                       -
                                                            -----------------    -------------------    --------------------

Cash and cash equivalents, end of period                               $ 457                    $ -                   $ 457
                                                            =================    ===================    ====================

Supplemental cash flow information:

         Income taxes paid                                               $ -                    $ -                     $ -
                                                            ================================================================

         Interest paid                                                   $ -                    $ -                 $ 5,000
                                                            ================================================================
</TABLE>



            The accompanying footnotes are an integral part of these
                       consolidated financial statements.

<PAGE>

                             XPENTION GENETICS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007
                                   (Unaudited)

NOTE 1.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Financial Statements

The accompanying unaudited financial statements of Xpention Genetics,  Inc. have
been prepared in accordance with generally  accepted  accounting  principles for
interim  financial  information  and with the  instructions  to Form  10-QSB and
Regulation S-B. The financial  statements reflect all adjustments  consisting of
normal recurring adjustments, which, in the opinion of management, are necessary
for a fair presentation of the results for the periods shown. Accordingly,  they
do not include  all of the  information  and  footnotes  required  by  generally
accepted accounting principles for complete financial statements.

These  financial  statements  should  be read in  conjunction  with the  audited
financial  statements and footnotes  included  thereto for the fiscal year ended
May 31,  2007,  for  Xpention  Genetics,  Inc. on Form 10KSB,  as filed with the
Securities and Exchange Commission.

The preparation of financial  statements in conformity  with generally  accepted
accounting principles 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
that effect the reported  amounts of revenues and expenses  during the reporting
period. Actual results could differ from those estimates.

Organization

Xpention  Genetics,  Inc. (the "Company") is a Nevada  corporation that resulted
from the business  combination  between Xpention,  Inc. and Bayview  Corporation
that occurred in March, 2005. For accounting purposes, the date of inception for
the Company is October 13, 2004, the date that Xpention,  Inc. was incorporated.
The Company has been in the  development  stage since its  formation and has not
yet  realized  any revenues  from its planned  operations.  It is engaged in the
biotechnology  industry to develop both  immunological  and molecular  tests for
cancer detection in animals and humans as well as therapeutic vaccines and other
treatment methods for both canine and human cancers.  The Company has chosen May
31 as its fiscal year-end.

Net (Loss) Per Common Share

The Company  follows SFAS 128,  "Earnings Per Share".  Basic earnings (loss) per
common share  calculations  are  determined by dividing net income (loss) by the

<PAGE>

                             XPENTION GENETICS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007
                                   (Unaudited)

weighted average number of shares of common stock  outstanding  during the year.
Diluted earnings (loss) per common share calculations are determined by dividing
net income (loss) by the weighted  average  number of common shares and dilutive
common  share  equivalents  outstanding.   During  the  periods  when  they  are
anti-dilutive,  common  stock  equivalents,  if any, are not  considered  in the
computation.

NOTE 2.  GOING CONCERN

The  accompanying  financial  statements  have been prepared in conformity  with
accounting principles generally accepted in the United States of America,  which
contemplates continuation of the Company as a going concern.

The Company is in its development stage and has not yet generated  revenues from
operations.  It has  experienced  losses  from  operations  as a  result  of its
investment  necessary to achieve its  operating  plan,  which is  long-range  in
nature.  For the three months ended August 31, 2007, the Company  incurred a net
loss of $74,182,  and has  incurred a  cumulative  net loss since  inception  of
$1,412,857.  At August 31, 2007, the Company had a working capital (deficit) and
stockholders'  (deficit) of $545,357.  These conditions raise  substantial doubt
about the ability of the Company to continue as a going concern.

Management does not believe that the Company's current capital resources will be
sufficient to fund its operating  activity and other  capital  resource  demands
during fiscal year 2008. The Company's ability to continue as a going concern is
contingent  upon its  ability to obtain  capital  through  the sale of equity or
issuance of debt, joint venture or sale of its assets, and ultimately  attaining
profitable operations.

The financial  statements do not include any adjustments to reflect the possible
future effects on the recoverability and classification of assets or the amounts
and classification of liabilities that may result from the possible inability of
the Company to continue as a going concern.

NOTE 3.  BASIS OF PRESENTATION AND BUSINESS COMBINATION

Xpention  Genetics,  Inc.  represents  the  result of a merger  between  Bayview
Corporation  ("Bayview"),  a public  company,  and  Xpention,  Inc.,  a  private
company. During March 2005, Bayview issued 14,300,000 shares of its common stock
to the sole shareholder of Xpention,  Inc. in exchange for all of the issued and
outstanding common shares of Xpention, Inc. pursuant to an Agreement and Plan of
Reorganization  (the  "Merger").  In addition,  concurrent  with the exchange of
shares, Bayview changed its name to Xpention Genetics, Inc.

<PAGE>

                             XPENTION GENETICS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007
                                   (Unaudited)

For  accounting  purposes,  this  acquisition  of Xpention,  Inc. by Bayview,  a
non-operating entity, represents a reverse acquisition under which Xpention, Inc
is recognized as the accounting acquirer. In substance,  the Merger was recorded
as a capital transaction by the issuance of 42,542,500 shares of common stock by
the Company for all of the issued and outstanding  common shares of Bayview.  No
goodwill or other intangible  assets were recorded and the historical  financial
statements as of and prior to the  acquisition  date represent the operations of
Xpention, Inc.

Xpention,  Inc. (a wholly-owned  subsidiary of the Company) was  incorporated in
the State of Colorado on October 13, 2004. Since its inception,  Xpention,  Inc.
has participated in the biotechnology industry to develop both immunological and
molecular  tests  for  cancer  detection  in  animals  and  humans  as  well  as
therapeutic  vaccines  and other  treatment  methods  for both  canine and human
cancers.

Bayview was  incorporated  in the State of Nevada,  on September  5, 2002.  From
inception  until  February  28,  2005,  Bayview  was  primarily  engaged  in the
acquisition and exploration of mining  properties,  but had ceased operations by
February  28, 2005.  As of the date of the Merger,  Bayview had no assets and no
operations and has been treated as the acquired company for accounting purposes.

NOTE 4.  NOTE PAYABLE, RELATED PARTY

In November  2004,  an  unrelated  third party lent the Company  $100,000 to pay
operating  expenses  pursuant  to a note.  This note was  originally  due on the
earlier  of (i) the  Company  successfully  receiving  financing  in  excess  of
$1,000,000; or (ii) November 12, 2005. The due date was subsequently extended to
December 31, 2006.

During 2006,  the note was  acquired by The Regency  Group,  LLC and  additional
funds totaling  $8,000 were advanced under the terms of a bridge loan payable on
October 9, 2007 or earlier date if  financing  of $500,000 is obtained.  The due
date of both notes was subsequently  extended to the earlier of November 1, 2007
or the date financing in excess of $1,000,000 is received.

Interest on both notes accrues at the rate of 5% per annum and aggregated $1,350
during the three months ended  August 31,  2007.  Certain  owners of The Regency
Group LLC are also stockholders of the Company.

<PAGE>

                             XPENTION GENETICS, INC.
                          (A Development Stage Company)
                          NOTES TO FINANCIAL STATEMENTS
                                 August 31, 2007
                                   (Unaudited)

NOTE 5.  CONVERTIBLE DEBT

Effective  January 5, 2007,  the Company  issued  convertible  debentures in the
aggregate  principal  amount of $30,000.  The debentures bear interest at 8% per
annum and are due on January 5, 2008.  The  debenture  holders  may  convert the
principal  and accrued  interest  into the  Company's  common stock at a rate of
$0.01 per share.  The Regency  Group LLC, an entity  affiliated  through  common
ownership interest, holds $15,000 of the convertible debentures.

In  accordance  with EITFs No.  98-5 and No.  00-27,  the Company is required to
recognize the value of conversion rights attached to the convertible debentures.
These rights give the holders the ability to convert the convertible  debentures
into  shares of common  stock at a price of $0.01 per share  which was less than
the quoted  market  value of the  common  stock on January 5, 2007 of $0.017 per
share. For accounting  purposes,  the Company  allocated $21,000 to the value of
the beneficial conversion feature based on its intrinsic value and recorded that
amount as a debt discount and an addition to paid in capital.  The debt discount
will be amortized as interest  expense over the one year life of the debentures.
For the three  months  ended August 31,  2007,  the Company  recorded  $5,293 of
amortization expense related to the debentures.

At August 31, 2007, the balance of the convertible debt is as follows:

         Convertible debt, principal amount                       $   30,000
         Less debt discount                                          (21,000)
                                                                  -----------
         Subtotal                                                      9,000
         Accumulated amortization                                     13,693
                                                                  -----------
         Total                                                    $   22,693
                                                                  ===========


NOTE 6.  SUBSEQUENT EVENT AND RELATED PARTY TRANSACTION

Subsequent  to August 31, 2007,  the Company  received an advance of $5,000 from
its President. The advance does not bear interest and is due on demand.

<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

Forward-Looking Statements

This quarterly report contains forward-looking statements that involve risks and
uncertainties.  We use words such as anticipate,  believe, plan, expect, future,
intend and similar expressions to identify such forward-looking  statements. You
should not place too much  reliance  on these  forward-looking  statements.  Our
actual results are likely to differ  materially from those  anticipated in these
forward-looking  statements  for many  reasons,  including the risks faced by us
described  in the Risk  Factors  section  included in our Annual  Report on Form
10-KSB.

Plan of Operation

The Company, through its wholly-owned subsidiary,  holds the exclusive worldwide
license for  patented  technology  for the  detection of cancer based on a tumor
marker known as p65 which has been  demonstrated  to have elevated levels in the
blood of canine and human  cancer  conditions.  p65 is  believed to be a protein
required in the early  development  of numerous  cancers and appears  from early
research  to provide a strong  indication  of tumor  growth in both  canines and
humans.  It also appears to have a direct  correlation to tumor size/mass making
it a promising  marker for both early  detection of malignant tumor formation as
well as a useful tool for  monitoring  therapy  and  remission.  Initially,  the
Company plans to develop an immunological  test as well as a molecular assay for
detection  of  cancer  in  canines.  The  Company  also  plans to  develop  both
immunological  and  molecular  tests for  detection of human  cancers as well as
therapeutic treatments and vaccines.

During the interim  period  ended  August 31, 2007,  the Company  continued  its
research  activities  for the  development  of an  immunological  canine  cancer
detection  test  which is being  conducted  by a third  party on  behalf  of the
Company.   The  Company  also   continues  to  evaluate   various   options  for
commercialization  of its  products;  however,  it is not  anticipated  that the
Company will  generate any revenues  from  commercialization  of its  technology
during FY 2008.

During June 2007, the Company entered into an Assay Revalidation / Redevelopment
Proposal with Future Focus,  an independent  testing  organization.  The project
calls for third party validation of the research results  presented in the final
report from the  University  of Texas Health  Science  Center at San Antonio and
technology  transfer of the  current  assay plus assay  reformatting  and sample
analysis.

Management does not believe that the Company's current capital resources will be
sufficient to fund its operating  activity and other  capital  resource  demands
during fiscal year 2008. The Company's ability to continue as a going concern is
contingent  upon its  ability to obtain  capital  through  the sale of equity or
issuance of debt, joint venture or sale of its assets, and ultimately  attaining
profitable operations.

The Company is presently seeking additional debt and equity financing to provide
sufficient funds for payment of amounts due under research  contracts as well as
accrued but unpaid  professional  fees and  administrative  expenses and to fund
ongoing research and operations.

<PAGE>

Liquidity and Capital Resources

We have never received revenue from our operations.  We have historically relied
on equity and debt financings to fund our capital resource requirements. We have
experienced  net  losses  since  inception.  We do  not  believe  that  we are a
candidate for conventional  debt financing and we have not made  arrangements to
borrow  funds under a working  capital  line of credit.  We will be dependent on
additional financing to continue our research and development efforts.

The report of our independent accountants on our financial statements at May 31,
2007 contains a qualification  about our ability to continue as a going concern.
This qualification is based on our lack of operating revenue and limited working
capital,  among other  things.  We remain  dependent  on receipt of capital from
outside sources, and ultimately, generating revenue from operations, to continue
as a going concern.

As of August 31, 2007, our working  capital  deficit of $(545,357) was comprised
of  current  assets  of  $14,800  and  current  liabilities  of  $560,157.  This
represents  a decline in working  capital of $74,182  compared to the deficit of
$(471,175) at fiscal year end May 31, 2007.

All of our  capital  resources  to date have been  provided  through the sale of
equity securities,  proceeds from notes payable and convertible debentures,  and
advances from  stockholder.  From inception through August 31, 2007, we received
$867,500  in cash,  services  and other  consideration  through  issuance of our
common  stock.  Since we have not generated  any cash from  operations,  we have
relied on sale of equity and borrowings to fund all of our capital needs.

The Company's ability to pay its accounts payable and accrued expenses and repay
its  borrowings  is  dependent  upon  receipt of new  funding  from  stockholder
advances,  private  placements or debt financing.  One of our  stockholders  has
periodically  advanced  funds  to us to meet  our  working  capital  needs.  The
stockholder  is  under  no  obligations  to  continue  these  advances.   During
September, 2007, the stockholder advanced an additional $5,000 to us.

All of our investment in research and development  activities has been expensed,
and does not appear as an asset on our balance  sheet.  From inception to August
31, 2007,  we have spent  $937,601 on our research  and  development  efforts to
commercialize the p65 technology.

Net cash used in operating  activities was $24,250 during the first three months
of fiscal  2008,  compared to $21,973  during the first  three  months of fiscal
2007.  There were no  material  differences  in our  operations  between the two
periods.

We received no net cash provided by financing  activities during the first three
months of fiscal 2008,  compared to $2,744 during the  comparable  period of the
prior year.

Results of Operations - Three Months Ended August 31, 2007 Compared to the Three
Months Ended August 31, 2006

We are considered a development stage company for accounting purposes,  since we
have not received any revenues  from  operations.  We are unable to predict with
any degree of  accuracy  when that  situation  will  change.  We expect to incur
losses until such time, if ever, as we begin generating revenue from operations.

<PAGE>

For the three months ended August 31, 2007, we recorded a net loss of $(74,182),
or $(0.00) per share, compared to a loss for the corresponding period of 2006 of
$(54,688) or $(0.00) per share.

Research and development costs increased $14,925,  from $13,140 during the three
months ended August 31 2006 to $28,065  during the three months ended August 31,
2007. The increase represents third party testing costs incurred to validate the
results of the research report from UTHSCSA. Our use of third party research and
testing partners can result in significant  variations in the expenses  reported
in each quarterly period.

General and  administrative  expense  decreased  to $38,874 for the three months
ended August 31, 2007 compared to $40,148 during the same period of 2006.  There
were no  material  changes  in any  general  or  administrative  expense.  These
expenses  continue to consist  primarily of the accrual for compensation  costs,
professional  fees  associated  with our  status  as a public  company,  and the
premium costs of D&O insurance.

Other  expenses  increased  to $7,243 for the  quarter  ended  August  31,  2007
compared to $1,400 for the  comparable  period in the prior year, an increase of
$5,843, or 417%.  Included in other expenses in 2007 is the amortization of debt
discount  of  $5,293  related  to  the  beneficial  conversion  feature  of  the
convertible  debentures  issued  during  2007.  The total  discount  of  $21,000
allocated to the  conversion  privilege will be amortized over the one year life
of the debentures. The remainder of the increase represents the 8% interest cost
on the convertible debentures.

Item 3.  Controls and Procedures

a.       Evaluation of Disclosure Controls and Procedures:

The  management of the company has evaluated the  effectiveness  of the issuer's
disclosure  controls  and  procedures  as of the end of the period of the report
March  31,  2007  and have  concluded  that the  disclosure  controls,  internal
controls and procedures are adequate and effective  based upon their  evaluation
as of the evaluation date.

b.       Changes in Internal Control over Financial Reporting:

There were no changes  in the small  business  issuer's  internal  control  over
financial  reporting  identified  in  connection  with  the  Company  evaluation
required by  paragraph  (d) of Rule 13a-15 or Rule 15d-15 under the Exchange act
that occurred  during the small  business  issuer's last fiscal quarter that has
materially  affected or is  reasonable  likely to materially  affect,  the small
business issuer's internal control over financial reporting.

ITEM 3(A)T. CONTROLS AND PROCEDURES

There have been no changes in the small business issuer's  internal control over
financial  reporting  identified in connection  with the evaluation  required by
paragraph  (d) of Rule  240.15d-15  that  occurred  during  the  small  business
issuer's  last fiscal  quarter that has  materially  affected,  or is reasonable
likely to materially  affect,  the small business issuer's internal control over
financial reporting.

<PAGE>

                           PART II- OTHER INFORMATION

Item 1.  Legal Proceedings

The Company is not a party to any pending legal proceeding.  Current  management
is not aware of any threatened litigation, claims or assessments.


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

The Company did not issue any  securities  during the quarter  ended  August 31,
2007.


Item 3. Defaults Upon Senior Securities

         None.


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

         None.


Item 5. Other Information

         None.


Item 6. Exhibits and Reports on Form 8-K

        A.  Exhibits

            31 Certification  pursuant  to 18 U.S.C.  Section  1350,  as adopted
               pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

            32 Certification  pursuant  to 18 U.S.C.  Section  1350,  as adopted
               pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

        B.  Reports on Form 8-K

            None


<PAGE>

                                   SIGNATURES

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

Dated:  October 19, 2007

                                        XPENTION GENETICS, INC.


                                        /s/ David Kittrell
                                        ------------------------------
                                        David Kittrell, President