SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C. 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 December 31, 2007





OR





[   ]
      TRANSITION REPORT UNDER SECTION 13 OF 15(d) OF THE EXCHANGE ACT OF
      1934





From
      the
      transition period from ____________ to ___________.





Commission
      File Number 000-50541





Edgeline
        Holdings, Inc.


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








(Former
      Name if Applicable)





Nevada
            88-0507007(State
                or other jurisdiction ofincorporation
                or organization)
            (IRS
                Employer Identification Number)





1330
      Post Oak Blvd., Suite
      1600, Houston, Texas 77056


(Address
      of principal executive offices)





(713)
      621-5208


(Issuer's
      telephone number)





Check
      whether
      the issuer has (1) filed all reports required to be filed by Section 13 or
      15(d)
      of the Exchange Act during the past 12 months (or for such shorter period that
      the registrant was required to file such reports) and (2) has been subject
      to
      such filing requirements for the past 90 days.


Yes
      [X]         No
      [_]





As
      of February 15, 2007, there were
      outstanding 42,069,533 shares of common stock, $0.08 par value per
      share.





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








EDGELINE
      HOLDINGS, INC.


INDEX
      TO FORM 10-QSB


December
      31, 2007





Part
                I
            Financial
                InformationItem
                1.
            Financial
                StatementsConsolidated
                Balance Sheet (unaudited) December 31, 2007
            3Consolidated
                Statements of Operations (unaudited)Three Months Ended December
                31, 2007, andInception (May 9, 2007) through December 31,
                2007
            4Consolidated
                Statement of Cash Flows (unaudited)  Inception (May 9, 2007)
                through December 31, 2007
            5Notes
                to Unaudited Consolidated Financial Statements
            6Item
                2.
            Management’s
                Discussion and Analysis of Financial Condition andResults of Operations
            11Item
                3.
            Controls
                and Procedures
            15Part
                II
            Other
                InformationItem
                2.
            Unregistered
                Sales of Equity Securities and Use of Proceeds
            16Item
                6.
            Exhibits
            17





2


PART
      I.                      
FINANCIAL INFORMATION





ITEM
      1.                      
FINANCIAL STATEMENTS





EDGELINE
      HOLDINGS, INC.


AND
      SUBSIDIARIES


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      BALANCE SHEET





December
                31,2007(Unaudited)ASSETSCash
                and cash
                equivalents
            
            $
            7,522Prepaid
                expenses
            
            
            64,747Deferred
                offering
                costs
            
            
            15,000Total
                current assets
            
            
            87,269Property
                and equipment,
                net
            
            
            3,068Option
                agreement,
                net
            
            
            17,778Total
                assets
            
            $
            108,115LIABILITIES
                AND SHAREHOLDERS' DEFICITCurrent
                liabilities:Accounts
                payable
            
            $
            16,424Accounts
                payable – related parties
            
            
            111,515Notes
                payable – related parties
            
            
            279,555Accrued
                liabilities
            
            
            82,706Total
                current liabilities
            
            
            490,200Shareholders'deficit:Common
                stock, $.08par
                value, 500,000,000 shares
                authorized,41,849,533
                shares issued and
                outstanding
            
            
            3,347,963Additional
                paid-in capital
            
            
            739,083Deficit
                accumulatedduring
                the development
                stage
            
            
            (4,469,131
            )Total
                shareholders’deficit
            
            
            (382,085
            )Total
                liabilities and
                shareholders'deficit
            
            $
            108,115





See
      accompanying notes to unaudited consolidated financial
      statements.


3


EDGELINE
      HOLDINGS, INC.


AND
      SUBSIDIARIES


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      STATEMENTS OF OPERATIONS


THREE
      MONTHS ENDED DECEMBER 31, 2007 AND


INCEPTION
      (MAY 9, 2007) THROUGH DECEMBER 31, 2007


(Unaudited)





Three
                Months
                Ended
            
            
            Inception
                (May 9, 2007)
                toDecember
                31,
                2007
            
            
            December
                31,
                2007Revenue
            
            $
            --
            
            
            $
            --Costs
                and
                expenses:Payroll
                and related expenses
            
            
            29,965
            
            
            
            67,943Office
                administration
            
            
            4,075
            
            
            
            8,279Professional
                fees
            
            
            95,853
            
            
            
            125,098Investor
                relations
            
            
            111,690
            
            
            
            207,609Compensation
                expense
            
            
            300,066
            
            
            
            420,286Merger
                expenses
            
            
            --
            
            
            
            344,113Impairment
                of license agreement
            
            
            --
            
            
            
            80,100Acquisition
                costs of subsidiary
            
            
            220,000
            
            
            
            220,000Depreciation
                and amortization
            
            
            2,474
            
            
            
            2,474Other
                expenses
            
            
            25,108
            
            
            
            55,742Total
                costs and expenses
            
            
            789,231
            
            
            
            1,531,644Interest
                expense
            
            
            6,731
            
            
            
            17,745Net
                loss
            
            $
            795,962
            
            
            $
            1,549,389Net
                loss per
                share:Basic
                and
                diluted
            
            $
            0.02
            
            
            $
            0.04Weighted
                average number of common
                shares outstanding:Basic
                and
                diluted
            
            
            41,579,416
            
            
            
            34,586,920





See
      accompanying notes to unaudited consolidated financial
      statements.


4


EDGELINE
      HOLDINGS, INC.


AND
      SUBSIDIARIES


(A
      DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
      STATEMENT OF CASH FLOWS


INCEPTION
      (MAY 9, 2007) THROUGH DECEMBER 31, 2007


(Unaudited)





Cash
                flows from operating
                activities:Net
                loss
            
            $
            (1,549,389
            )Adjustments
                to reconcile net loss
                to cash used inoperating
                activities:Depreciation
                and amortization
            
            
            2,474Compensation
                expense relating to license agreement
            
            
            119,900Impairment
                of license agreement
            
            
            80,100Common
                stockand
                optionsissued for
                services
            
            
            344,266Non-cash
                merger expenses
            
            
            336,000Acquisition
                costs of subsidiary
            
            
            220,000Changes
                in assets and liabilities:Deferred
                offering costs
            
            
            (15,000
            )Accounts
                payable
            
            
            16,424Accounts
                payable – related parties
            
            
            134,968Accrued
                liabilities
            
            
            82,706Net
                cash used in operating
                activities
            
            
            (227,551
            )Cash
                flows from investing
                activities:Investment
                in option agreement
            
            
            (20,000
            )Property
                and equipment
            
            
            (3,320
            )Net
                cash used in investing
                activities
            
            
            (23,320
            )Cash
                flows from financing
                activities:Common
                stock issued to founders for cash
            
            
            1,000Common
                stock issued for cash
            
            
            165Proceeds
                from notes payable – related parties
            
            
            92,000Repayment
                of notes payable – related party
            
            
            (12,445
            )Proceeds
                from exercise of stock options
            
            
            177,673Net
                cash provided by financing
                activities
            
            
            258,393Net
                increasein
                cash
            
            
            7,522Cash
                and cash equivalents,
                beginning of period
            
            
            --Cash
                and cash equivalents, end of
                period
            
            $
            7,522Supplemental
                disclosures:Interest
                paid
            
            $
            555Taxes
                paid
            
            $
            --Non-cash
                financing
                activities:Issuance
                of stock for prepaid services
            
            $
            83,197Issuance
                of stock for payment of accounts payable
            
            $
            23,453Issuance
                of stock for acquisition of subsidiary
            
            $
            220,000Cancellation
                of stock certificate
            
            $
            24,000Issuance
                of note payable for license agreement
            
            $
            200,000







See
      accompanying notes to unaudited consolidated financial statements.




5


EDGELINE
      HOLDINGS, INC.


AND
      SUBSIDIARIES


(A
      DEVELOPMENT STAGE COMPANY)


NOTES
      TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


DECEMBER
      31, 2007





Note
      1.                      
Organization and Nature of Business





The
      accompanying unaudited financial statements of Edgeline Holdings, Inc. (the
      "Company" or "Edgeline Holdings") (formerly, Dragon Gold Resources, Inc.) have
      been prepared in accordance with accounting principles generally accepted in
      the
      United States of America for interim financial information and with the
      instructions to Form 10-QSB and Item 310(b) of Regulation S-B.  They
      do not include all of the information and footnotes required by accounting
      principles generally accepted in the United States of America for a complete
      financial presentation.  In the opinion of management, all
      adjustments, consisting only of normal recurring adjustments, considered
      necessary for a fair presentation, have been included in the accompanying
      unaudited consolidated financial statements.  Operating results for
      the periods presented are not necessarily indicative of the results that may
      be
      expected for the full year.





These
      consolidated financial statements should be read in conjunction with the
      financial statements and footnotes, which are included as part of the Company's
      Form 10-KSB for the year ended March 31, 2007.





Edgeline
      Holdings, Inc. (formerly, Dragon Gold Resources, Inc., (Dragon Gold)) was
      incorporated in the State of Nevada on December 13, 2000, under the name “Folix
      Technologies, Inc.”  Effective June 14, 2004, the Company changed its
      name to Dragon Gold Resources, Inc.  The Company's principal business
      was the development of a Linux based application server and thin client
      computing systems.  During the year ended March 31, 2005, the Company
      entered the mineral resource exploration business through the acquisition of
      a
      100% interest in Dragon Minerals Holdings Inc. (“DMHI”), a private British
      Virgin Island company.  DMHI is involved in mineral property
      acquisition and exploration in China.  On May 5, 2006, the Company and
      DMHI terminated their agreement dated July 14, 2004.  On June 19,
      2007, the shareholders approved a change in the Company’s name to Edgeline
      Holdings, Inc.





On
      May 31, 2007 (the “Closing Date”),
      Dragon Gold Resources, Inc., entered into and closed an Agreement and Plan
      of
      Reorganization (the “Exchange Agreement”) with Secure Voice Communications,
      Inc., a Texas corporation (“Secure Voice”) and the stockholders of Secure Voice
      (the “Stock Transaction”).  As a result of the Stock Transaction,
      Secure Voice became a wholly-owned subsidiary of Dragon Gold when Dragon Gold
      agreed to issue an aggregate of 3,207,840,000 shares of its common stock to
      the
      former shareholders of Secure Voice (in exchange for all the outstanding capital
      stock of Secure Voice), resulting in the former shareholders of Secure Voice
      owning approximately 98.5% of the issued and outstanding Dragon Gold common
      stock.  As the articles of incorporation only authorized the issuance
      of 500,000,000 shares of common stock, Dragon Gold issued 450,053,276 shares
      of
      common stock and was obligated to issue an additional 2,757,786,724 shares
      of
      common stock.  At the annual shareholders meeting which was held on
      June 19, 2007, the shareholders approved an 80-for-1 reverse split that did
      not
      reduce the number of authorized shares of common stock.  Upon the
      approval of the 80-for-1 reverse split, Dragon Gold issued the balance of these
      shares which equated to 34,472,334 shares on a post-split basis.





As
      of
      December 31, 2007, Edgeline Holdings had three wholly-owned subsidiaries as
      follows:




·
            Secure
                Voice Communications, Inc. (“Secure Voice”) – This subsidiary was
                incorporated in the State of Texas on May 9, 2007, with the initial
                primary focus being the development and readying for market a SIP
                (Session
                Initiation Protocol) based approach to defending voice traffic and
                voice
                packets against deliberate attacks such as DoS (Denial of Service)
                developing information.




·
            New
                EnerSource, Inc. (“New EnerSource”) – This subsidiary was incorporated in
                the State of Texas on August 28, 2007, with the primary purpose to
                engage
                in enhanced oil recovery (“EOR”)
                projects.




·
            Intertech
                Bio Corporation (“Intertech Bio”) – Intertech Bio was incorporated in the
                State of Texas on August 8, 2007.  Its primary purpose is to
                focus on developing products to treat cancer, infectious diseases
                and
                other medical conditions associated with compromised immune
                systems.





6




Note
      2.                      
Going Concern





These
      financial statements have been prepared on a going concern basis, which implies
      the Company will continue to realize its assets and discharge its liabilities
      in
      the normal course of business.  The Company has not generated revenue
      since its inception and is unlikely to generate earnings in the immediate or
      foreseeable future.  The continuation of the Company as a going
      concern is dependent upon the continued financial support from its shareholders
      and the ability of the Company to obtain necessary equity financing to continue
      operations and the attainment of profitable operations.  As of
      December 31, 2007, the Company has accumulated losses of $1,549,389 since
      inception.  These financial statements do not include any adjustments
      to the recoverability and classification of recorded asset amounts and
      classification of liabilities that might be necessary should the Company be
      unable to continue as a going concern.  These factors raise
      substantial doubt regarding the Company's ability to continue as a going
      concern.




Note
      3.                      
Stock-Based Compensation




In
      December 2004, the Financial Accounting Standards Boards (“FASB”) issued SFAS
      No. 123 (revised 2004), Share-Based Payment (“SFAS
      No. 123(R)”).This statement
      requires the cost resulting from all share-based payment transactions be
      recognized in the financial statements at their fair value on the grant
      date.  SFAS No. 123(R) was adopted by the Company on May 31,
      2007.




The
      Company adopted SFAS No. 123(R) using the modified prospective application
      method described in the statement.  On May 31, 2007, the Board of
      Directors adopted the 2007 Stock Option Plan (the “Plan”), which allows for the
      issuance of up to 6,000,000 stock options to directors, executive officers,
      employees and consultants of the Company who are contributing to the Company’s
      success.  During the three months ended December 31, 2007, the Company
      issued 183,627 non-qualified stock options at exercise prices ranging from
      $0.41
      to $0.56 per share to certain individuals for consulting services which the
      Company valued at $125,066 using the Black-Scholes option pricing model with
      the
      following assumptions: volatility of 232.61%, term of four years, risk free
      interest rate of 4.23% and dividend of 0%.  These options were
      exercised during the period and the Company received proceeds of
      $86,419.  The Plan was approved by the shareholders on June 19,
      2007.





Note
      4.              
Option Agreement





On
      November 30, 2007, the Company
      entered into an Option Agreement with The University of Texas M.D. Anderson
      Cancer Center (“UTMDACC”) to evaluate certain patent rights in relation to
      products arising therefrom and markets therefor and to negotiate a license
      with
      UTMDACC for the use of such patent rights on five (5) specific intellectual
      property rights.  As consideration for the option, the Company paid
      UTMDACC $20,000 for the period November 30, 2007 through August 31, 2008, and
      has the right to extend the option term to November 30, 2008, by paying UTMDACC
      an additional $40,000 on or before August 31, 2008.





7




Note
      5.              
Accounts Payable – Related Parties





Certain
      officers, directors and
      consultants, who are also stockholders of the Company, have paid for goods
      and
      services, or incurred expenses, for the benefit of the Company during the period
      from inception through December 31, 2007.  As of December 31, 2007,
      the amounts due from the Company to these related parties was
      $111,515.





Note
      6.              
Notes Payable – Related Parties





On
      May 10, 2007, Secure Voice
      Communications, Inc. (Texas) entered into a note agreement with Secure Voice
      Communications, Inc. (Florida) to acquire the license rights to a voice over
      IP
      (“VoIP”) technology.  The principal amount of the note is $200,000
      with an annual interest rate of 9% and principal and accrued and unpaid interest
      due May 10, 2008.  The principal amount of the note exceeded the fair
      value of the license rights of $80,100 and the excess was charged to
      compensation expense.  Secure Voice Communications, Inc. (Florida) is
      owned 100% by KM Casey No. 1 LTD which is an affiliate of Kevan Casey, who
      is
      also affiliated with Silver Star Holdings, the majority shareholder of Edgeline
      Holdings.





At
      June 30, 2007, the Company
      performed an impairment test on the carrying value of the license agreement
      it
      had acquired from Secure Voice Communications, Inc. (Florida) and determined
      an
      impairment charge for the full carrying value of $80,100 was
      warranted.





On
      June 13, 2007, Edgeline Holdings
      entered into a note agreement with Tommy Allen, a shareholder of the Company
      in
      the principal amount of $20,000 at an annual interest rate of 10% and principal
      and accrued and unpaid interest due September 30, 2007.  During the
      quarter ended September 30, 2007, the Company repaid $12,444 of the
      principal amount of the note to Mr. Allen and the Company made no payments
      during the quarter ended December 31, 2007.  Mr. Allen has verbally
      agreed to extend the due date of the note to March 31, 2008.





On
      July 24, 2007, Edgeline Holdings
      entered into a note agreement with SCJ Resources Corporation, an entity owned
      100% by the Company’s CFO, in the principal amount of $25,000 at an annual
      interest rate of 10% and principal and accrued and unpaid interest due September
      30, 2007.  In addition, the Company agreed to pay SCJ Resources
      Corporation a 10% transaction fee that will accrue interest from the date of
      the
      note.  SCJ Resources Corporation verbally agreed to extend the due
      date of the note and accrued and unpaid interest to March 31, 2008.





On
      November 30, 2007, the Company
      entered into a note agreement with Kevan Casey in the principal amount of
      $15,000 and an annual interest rate of 10%.  The principal and accrued
      and unpaid interest are due May 31, 2008.





On
      November 30, 2007, the Company
      entered into a note agreement with KM Casey No. 1 LTD in the principal amount
      of
      $32,000 and an annual interest rate of 10%.  The principal and accrued
      and unpaid interest are due May 31, 2008.





Note
      7.              
Common Stock





Secure
      Voice Communications, Inc.
      (Texas) issued 29,648,000 shares of common stock to its founding stockholders
      in
      exchange for $1,000 in cash.  On May 17, 2007, Secure Voice
      Communications, Inc. (Texas) issued 1,650,000 shares of its common stock for
      cash of $165 and 8,800,000 shares of its common stock for services which it
      valued at $880.  On May 31, 2007, Secure Voice Communications, Inc.
      (Texas) exchanged 100% of its common stock for approximately 98.5% of Edgeline
      Holdings as discussed in Note 1.


8


On
      June 19, 2007, the shareholders
      approved a 1-for-80 (1:80) reverse stock split which did not reduce the number
      of shares of common stock the Company is authorized to issue, but increased
      the
      par value from $0.001 to $0.08 per share.  Immediately following the
      shareholder approval of the reverse stock split, the Company completed the
      reverse stock split and issued the balance of the shares to be issued to the
      Secure Voice shareholders to complete the transaction.  The following
      table summarizes the stock issuances.





Before
                1:80
              Reverse
                Split
            
            
            After
                1:80
              Reverse
                SplitCommon
                shares outstanding prior to reverse merger
            
            
            49,946,724
            
            
            
            624,334Initial
                shares issued pursuant to reverse merger
            
            
            450,053,276
            
            
            
            5,625,666Shares
                issued subsequent to shareholder meeting
            
            
            2,757,786,724
            
            
            
            34,472,334Total shares outstanding
            
            
            3,257,786,724
            
            
            
            40,722,334





During
      August and September 2007, the
      Company issued 143,572 shares of its common stock to an individual through
      the
      exercise of stock options with exercise prices between $0.46 and $0.90 per
      share
      which the Company valued at $10,520.





On
      September 30, 2007, the Company
      issued 100,000 shares of its restricted common stock to two companies for
      consulting services which the Company valued at $82,000, the fair market value
      on the date of issuance.





During
      the quarter ended December 31,
      2007, the Company issued 183,627 shares of its common stock through the exercise
      of stock options to two individuals for consulting services which the Company
      valued at $125,066 using the Black-Scholes option pricing model.





On
      November 7, 2007, the Company
      acquired all of the outstanding capital stock from the shareholders of Intertech
      Bio Corporation, a Texas corporation, through the issuance of 500,000 shares
      of
      its restricted common stock, which the Company valued at $220,000, the fair
      market value on the date of the acquisition.  The entire value of
      $220,000 was charged to expense as acquisition costs during the quarter ended
      December 31, 2007.  In addition, the Company issued 100,000 shares of
      its restricted common stock to two individuals pursuant to their consulting
      agreements which the Company valued at $46,000, the fair market value on the
      date of issuance.  Administratively, the Company has not issued the
      stock certificates to the shareholders of Intertech Bio Corporation or the
      consultants as the Company is renegotiating the transaction.  The
      600,000 shares of common stock are included in the issued and outstanding
      calculations as if they had been issued.





On
      November 15, 2007, the Company
      issued 300,000 shares of its restricted common stock to Donald Picker, the
      Company’s Chief Operating Officer, pursuant to his consulting agreement which
      the Company valued at $129,000, the fair market value on the date of
      issuance.





On
      December 19, 2007, the Company
      issued 100,000 shares of its common stock pursuant to its 2007 Stock option
      Plan
      to an individual as payment for past and future legal services which the Company
      valued at $39,000, the fair market value on the date of issuance.





On
      December 20, 2007, the Company
      received a certificate for 300,000 shares of its common stock from a former
      shareholder of Secure Voice Communications, Inc., which the Company has returned
      to the transfer agent to be cancelled.





9




Note
      8.              
Funding




On
        December 20, 2007, the Company entered
        into an Investment
        Agreement with Dutchess Private Equities Fund, Ltd.
        (“Dutchess”).  Pursuant to this investment agreement, Dutchess shall
        commit to purchase up to $10,000,000 of the Company’s common stock over the
        course of thirty-six (36) months.  The maximum amount the Company may
        raise under the Investment Agreement is $10,000,000, provided it registers
        enough shares to raise this amount, although the Company is not obligated
        to
        request the entire $10,000,000.  Over a period of 36 months, the
        Company may periodically deliver new issue shares of its common stock to
        Dutchess, which then delivers cash to the Company based on a price per share
        tied to the current market price of its common stock.  The actual
        number of shares that the Company may issue subject to the investment agreement
        is not determinable as it is based on the market price of the Company’s common
        stock from time to time.


The
      amount that the Company shall be entitled to request from each purchase (“Puts”)
      shall be equal to, at the Company’s election, either (i) up to $250,000 or (ii)
      200% of the average daily volume (U.S. market only) (“ADV”) multiplied by the
      average of the 3 daily closing bid prices immediately preceding the Put
      Date.  The ADV shall be computed using the three (3) trading days
      prior to the Put Date.  The put date shall be the date that Dutchess
      receives a put notice of a draw down by the Company of a portion of the
      line.  The purchase price shall be set at ninety-six percent (96%) of
      the lowest closing bid price of the common stock during the pricing
      period.  The pricing period shall be the five (5) consecutive trading
      days immediately after the put notice date.  There are put
      restrictions applied on days between the put date and the closing date with
      respect to that particular Put.  During this time, the Company shall
      not be entitled to deliver another put notice.  Further, the Company
      shall reserve the right to withdraw the Put if the purchase price is less than
      seventy-five percent (75%) of the lowest closing bid prices for the 10-trading
      day period immediately preceding each put notice.





The
      Company paid
      Dutchess a non-refundable document preparation fee for the preparation of the
      investment agreement and registration rights agreement, which amount is carried
      on the balance sheet as “Deferred offering costs” and will be charged to
      additional paid in capital once the registration statement is declared
      effective.  The Company agreed to file a registration statement within
      45 days of the execution of the investment agreement and registration rights
      agreement.  There are no registration penalties should the
      registration statement not be declared effective by the SEC.




Note
      9.              
Subsequent Events





Note
      Payable





On
      February 12,
      2008, the Company entered into a note agreement with Kevan Casey in the
      principal amount of $70,000 and an annual interest rate of 10%.  The
      principal and accrued and unpaid interest are due upon
      demand.




Stock
      Options





On
      January 15,
      2008, the Company issued 220,000 shares of its common stock to an individual
      as
      payment for advisory services to the Company pursuant to a consulting agreement,
      which the Company valued at $60,000.  The issuance of the shares was
      pursuant to the exercise of 220,000 nonqualified stock options with an exercise
      price of $0.08 per share.  The Company has recorded a stock
      subscription receivable in the amount of $17,600.


10


ITEM
                2.
            MANAGEMENTS
                DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS





The
      following discussion and analysis of the Company’s financial condition as of
      December 31, 2007, and its results of operations for the period inception (May
      9, 2007) through December 31, 2007, should be read in conjunction with the
      audited consolidated financial statements and notes included in Edgeline
      Holdings’ Form 10-KSB for the year ended March 31, 2007, filed with the
      Securities and Exchange Commission.





Overview





In
      January 2008, the Company determined to primarily focus its business on
      developing products to treat cancer, infectious diseases and other medical
      conditions associated with compromised immune systems.  As a
      development stage company, substantially all of the Company’s efforts will be
      devoted to performing research and experimentation, conducting clinical trials,
      developing and acquiring intellectual properties, raising capital and recruiting
      and training personnel.





Results
      of Operations - Inception (May 9, 2007) to December 31, 2007





The
      Company has had no revenue for the period from inception (May 9, 2007) through
      December 31, 2007.





The
      Company’s expenses were $1,549,389, which were primarily comprised of payroll
      and related expenses of $67,943, professional fees of $125,098, investor
      relations expenses of $207,609, compensation expense of $420,286, merger
      expenses of $344,113, interest expense of $17,745 and other miscellaneous
      expenses of $55,742.





In
      addition to the foregoing expenses, the Company performed an impairment test
      on
      the carrying value of the license agreement it had acquired from Secure Voice
      Communications, Inc. (Florida) and determined an impairment charge for the
      full
      carrying value of $80,100 was warranted.  In connection with the
      license agreement acquisition, Secure Voice Communications, Inc. (Texas) issued
      a promissory note to Secure Voice Communications, Inc. (Florida) in the
      principal amount of $200,000.  This amount exceeded the estimated fair
      value of the license agreement of $80,100 and the excess amount of $119,900
      was
      charged to compensation expense.  Also included in compensation
      expense is the fair value of nonqualified stock options issued to consultants,
      which the Company valued at $125,066 and 400,000 shares of common stock issued
      to consultants, which the Company valued at $175,000.





In
      November 2007, the Company issued 500,000 shares of its restricted common stock
      to the shareholders of Intertech Bio Corporation for 100% of the capital stock
      of Intertech Bio, with Intertech Bio becoming a wholly-owned subsidiary of
      the
      Company.  Based upon the fair market value on the date of acquisition,
      the Company valued the common stock issued at $220,000 and charged the entire
      amount to acquisition costs during the quarter ended December 31,
      2007.





As
      a
      result of the foregoing, the Company’s net operating loss for the period
      inception (May 9, 2007) through December 31, 2007 was $1,549,389, or $0.04
      per
      share (basic and diluted).





Liquidity
      and Capital Resources





As
      of
      December 31, 2007, the Company had cash in non-restrictive accounts of $7,522
      and negative working capital of $402,931.





Net
      cash
      used in operating activities was $227,551.  The Company reported a
      loss of $1,549,389, which was partially offset by non-cash charges totaling
      $1,102,740.  The Company experienced an increase in accounts payable,
      including accounts payable to related parties, and accrued liabilities of
      $151,392 and $82,706, respectively.  The increase in accounts payable
      resulted from payments for services by our officers and shareholders and the
      increase in accrued liabilities was a result of accrued payroll and payroll
      taxes pursuant to the CEO’s employment agreement and accrued interest on the
      Company’s short term debt.





11




For
      the
      period, cash provided by financing activities totaled $258,393.  The
      Company received proceeds from four promissory notes, from an officer and
      shareholders of $92,000 and repaid $12,444 in principal to a
      shareholder.  Additionally, we received $177,673 from the exercise of
      stock options.





The
      Company needs to obtain significant additional capital resources through equity
      and/or debt financings.  As of December 31, 2007, the Company had
      minimal assets in cash and cash equivalents and negative working
      capital.  The Company’s December 31, 2007 cash balance will only
      provide enough cash to fund operations through January 2008.  The
      Company borrowed an additional $70,000 during February 2008 from a
      shareholder.  Unless the Company receives funds from the Dutchess
      transaction or any other best efforts debt or equity financing, it will need
      to
      raise additional capital to fund operations through the end of fiscal
      2008.  The Company does not have credit facilities available with
      financial institutions or other third parties, other than the Dutchess
      transaction, which it cannot guarantee it will receive funds
      through.  The Company can provide no assurance it will be successful
      in seeking this or any additional financing, and the failure to obtain any
      such
      financing may cause it to curtail its operations.





Dutchess
      Facility





On
      December 20, 2007, the Company entered into an Investment Agreement with
      Dutchess Private Equities Fund, Ltd. (“Dutchess”).  Pursuant to this
      investment agreement, Dutchess shall commit to purchase up to $10,000,000 of
      the
      Company’s common stock over the course of thirty-six (36) months.  The
      maximum amount the Company may raise under the Investment Agreement is
      $10,000,000, provided the Company registers enough shares to raise this amount,
      although it is not obligated to request the entire $10,000,000.  Over
      a period of 36 months, the Company may periodically deliver new issue shares
      of
      its common stock to Dutchess, which then delivers cash to the Company based
      on a
      price per share tied to the current market price of Edgeline’s common
      stock.  The actual number of shares that the Company may issue subject
      to the investment agreement is not determinable as it is based on the market
      price of Edgeline’s common stock from time to time.





The
      Puts
      shall be equal to, at the Company’s election, either (i) up to $250,000 or (ii)
      200% of the average daily volume (“ADV”) multiplied by the average of the three
      (3) daily closing bid prices immediately preceding the Put Date.  The
      ADV shall be computed using the three (3) trading days prior to the Put
      Date.  The put date shall be the date that Dutchess receives a put
      notice of a draw down by the Company of a portion of the line.  The
      purchase price shall be set at ninety-six percent (96%) of the lowest closing
      bid price of the common stock during the pricing period.  The pricing
      period shall be the five (5) consecutive trading days immediately after the
      put
      notice date.  There are put restrictions applied on days between the
      put date and the closing date with respect to that particular
      Put.  During this time, the Company shall not be entitled to deliver
      another put notice.  Further, the Company shall reserve the right to
      withdraw the Put if the purchase price is less than seventy-five percent (75%)
      of the lowest closing bid prices for the 10-trading day period immediately
      preceding each put notice.


12


Sample
      Put Amount Calculation and Purchase Price Calculation





The
      calculation below assumes a put notice date of January 8, 2008.  Set
      forth below is a trading summary of Edgeline’s common stock for the period
      January 3, 2008 through January 15, 2008, the three trading days immediately
      prior to January 8, 2008, and the five trading days immediately following
      January 8, 2008.





Date
            
            Closing
              Bid
                Price
            
            
            VolumeJanuary
                15, 2008
            
            $
            0.25
            
            
            
            11,500January
                14, 2008
            
            $
            0.21
            
            
            
            10,200January
                11,  2008
            
            $
            0.21
            
            
            
            2,800January
                10, 2008
            
            $
            0.35
            
            
            
            --January
                9, 2008
            
            $
            0.35
            
            
            
            54,400January
                8, 2008
            
            $
            0.45
            
            
            
            15,400January
                7, 2008
            
            $
            0.27
            
            
            
            10,500January
                4, 2008
            
            $
            0.35
            
            
            
            2,000January
                3, 2008
            
            $
            0.35
            
            
            
            1,000





The
      average daily volume for the three trading days prior to January 8, 2008, is
      4,500 shares, 200% of this average is 9,000 shares.  The average of
      the three daily closing bid prices immediately prior to January 8, 2008, is
      $0.32, resulting in a put amount of $2,880.  Thus, on January 8, 2008,
      the Company could have requested a put amount of either $2,880 or
      $250,000.





The
      purchase price Dutchess would pay for the shares would be equal to 96% of the
      lowest closing bid price during the five trading day period following January
      8,
      2008, which in this example is $0.27, resulting in a purchase price of $0.26
      per
      share and the issuance of 961,538 shares should the Company request a put amount
      of $250,000.





In
      addition to the conditions set forth below, Dutchess is precluded from owning
      more than 4.99% of Edgeline’s shares of common stock (approximately 2,099,270
      shares of common stock based on the shares outstanding as of January 15,
      2008).  Therefore, the Company would be precluded from submitting a
      Put Notice, if such notice would result in Dutchess acquiring more than 4.99%
      of
      Edgeline’s issued and outstanding common stock.  Therefore, prior to
      each Put Notice, the Company will have to evaluate the current ownership of
      Dutchess to ensure Dutchess will not own more than 4.99% of Edgeline’s shares of
      common stock.





Conditions
      to Dutchess’ Obligation to Purchase Shares





The
      Company is not entitled to request a drawdown unless each of the following
      conditions is satisfied:





1.
            a
                registration statement is and remains effective for the resale of
                securities in connection with the equity line of
                credit;


2.
            at
                all times during the period between the Company’s request for a drawdown
                and its subsequent funding, its common stock is listed on its principal
                market and shall not have been suspended from trading thereon for
                a period
                of two consecutive trading days;


3.
            the
                Company has complied with its obligations and is otherwise not in
                breach
                or default of any agreement related to the equity line of
                credit;


4.
            no
                injunction shall have been issued and remain in force, or action
                commenced
                by a governmental authority which has not been stayed or abandoned,
                prohibiting the purchase or the issuance of securities in connection
                with
                the equity line of credit; or


5.
            the
                issuance of the securities in connection with the equity line of
                credit
                will not violate any shareholder approval requirements of the principal
                market.





If
      the
      Company fails to issue shares to Dutchess pursuant to the investment agreement,
      it has agreed to pay Dutchess a late fee for each $10,000 worth of common stock
      not issued of $100 for each day late for up to 10 days.  If the
      Company is more than 10 days late issuing the common stock then it shall pay
      $200 for each additional day after the 10th
      late
      day.





13




Off-Balance
      Sheet Arrangements





As
      of
      December 31, 2007, the Company did not have any off-balance-sheet
      arrangements.





Critical
      Accounting Policies and Estimates





Use
      of Estimates





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities at the date of the balance sheet.  Actual results could
      differ from those estimates.





Cash
      and Cash Equivalents





Cash
      and
      cash equivalents include cash and all highly liquid financial instruments with
      purchased maturities of three months or less.





Income
      Taxes





Income
      taxes are computed using the asset and liability method.  Under the
      asset and liability method, deferred income tax assets and liabilities are
      determined based on the differences between the financial reporting and tax
      bases of assets and liabilities and are measured using the currently enacted
      tax
      rates and laws.  A valuation allowance is provided for the amount of
      deferred tax assets that, based on available evidence, are not expected to
      be
      realized.





Basic
      Earnings/(Loss) Per Share





Basic
      earnings/(loss) per share has been calculated based on the weighted average
      number of shares of common stock outstanding during the period.





Recent
      Accounting Pronouncements





In
      February 2007, the FASB issued FASB Statement No. 159, Establishing the Fair
      Value Option for Financial Assets and Liabilities ("SFAS 159"), to permit all
      entities to choose to elect to measure eligible financial instruments at fair
      value.  SFAS 159 applies to fiscal years beginning after November 15,
      2007, with early adoption permitted for an entity that has also elected to
      apply
      the provisions of SFAS 157, Fair Value Measurements.  An entity is
      prohibited from retrospectively applying SFAS 159, unless it chooses early
      adoption.  Management is currently evaluating the impact of SFAS 159
      on the consolidated financial statements.


14







ITEM
                3.
            CONTROLS
                AND PROCEDURES





As
      of the end of the period covered
      by this report, the Company has evaluated the effectiveness of the design and
      operation of its disclosure controls and procedures under the supervision of
      and
      with the participation of the Company’s Chief Executive Officer ("CEO") and
      Chief Financial Officer ("CFO").  Based on this evaluation, the
      Company’s management, including its CEO and CFO, concluded that the Company’s
      disclosure controls and procedures were effective, that there have been no
      significant changes in its internal controls or in other factors that could
      significantly affect internal controls subsequent to the
      evaluation.





In
      connection with the annual review for the year ended March 31, 2007, the
      Company’s independent registered public accounting firm informed the Company
      that it had significant deficiencies constituting material weakness as defined
      by the standards of the Public Company Accounting Oversight
      Board.  The material weaknesses were in its internal controls over
      accounting for non-routine transactions and preparation of certain financial
      statement disclosures in accordance with U.S. G.A.A.P.





(a)
      Evaluation of disclosure
      controls and procedures.  Due to the material weaknesses in the
      Company’s internal control over financial reporting described above, the
      Company’s chief executive officer and principal financial officer, after
      evaluating the effectiveness of the Company's "disclosure controls and
      procedures" (as defined in the Securities Exchange Act of 1934 Rules 13a-15(e)
      and 15d-15(e)) as of the end of the period covered by that annual report (the
      "Evaluation Date"), have concluded that as of the Evaluation Date, the Company’s
      disclosure controls and procedures were not effective and designed to ensure
      that material information required to be disclosed by the Company in the reports
      that it files or submits under the Exchange Act of 1934 is 1) recorded,
      processed, summarized and reported, within the time periods specified in the
      Commission's rules and forms; and 2) accumulated and communicated to them as
      appropriate to allow timely decisions regarding required
      disclosure.





(b)
      Changes in internal control over
      financial reporting.The Company has not experienced any changes in its
      internal control over financial reporting during its most recent fiscal quarter
      that materially affected, or was reasonably likely to materially affect, its
      internal control over financial reporting.  However, the Company has
      taken the decision of hiring an external accounting firm to review the
      accounting of non-routine transactions in order to address the deficiencies
      found by its independent registered public accounting firm.


15


PART
      II.  OTHER INFORMATION





ITEM
      2.                            
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS





Set
      forth below is certain information
      concerning all issuances of securities by the Company during the fiscal quarter
      ended December 31, 2007, that were not registered under the Securities
      Act.





On
      November 7, 2007, the Company
      acquired all of the outstanding capital stock from the shareholders of Intertech
      Bio Corporation, a Texas corporation, through the issuance of 500,000 shares
      of
      its restricted common stock, which the Company valued at $220,000, the fair
      market value on the date of the acquisition.  The entire value of
      $220,000 was charged to expense as acquisition costs during the quarter ended
      December 31, 2007.  In addition, the Company issued 100,000 shares of
      its restricted common stock to two individuals pursuant to their consulting
      agreements which the Company valued at $46,000, the fair market value on the
      date of issuance.  Administratively, the Company has not issued the
      stock certificates to the shareholders of Intertech Bio Corporation or the
      consultants as the Company is renegotiating the transaction.  The
      600,000 shares of common stock are included in the issued and outstanding
      calculations as if they had been issued.





On
      November 15, 2007, the Company
      issued 300,000 shares of its restricted common stock to Donald Picker, the
      Company’s Chief Operating Officer, pursuant to his consulting agreement which
      the Company valued at $129,000, the fair market value on the date of
      issuance.





On
      December 19, 2007, the Company
      issued 100,000 shares of its common stock pursuant to its 2007 Stock option
      Plan
      to an individual as payment for past and future legal services which the Company
      valued at $39,000, the fair market value on the date of issuance.





The
      above transactions were completed
      pursuant to Section 4(2) of the Securities Act.  With respect to
      issuances made pursuant to Section 4(2) of the Securities Act, the transactions
      did not involve any public offering and were sold to a limited group of
      persons.  Each recipient either received adequate information about
      the Company or had access, through employment or other relationships, to such
      information, and the Company determined that each recipient had such knowledge
      and experience in financial and business matters that they were able to evaluate
      the merits and risks of an investment in the Company.





16


ITEM
      6. EXHIBITS





Exhibit
                No.
            Description10.1
            Agreement
                and Plan of Reorganization between Dragon Gold Resources, Inc. and
                Secure
                Voice Communications, Inc. dated May 31, 2007, filed as an exhibit
                to the
                Company’s Annual Report on Form 10-KSB for the year ended March 31, 2007,
                filed on June 6, 2007.10.2
            Edgeline
                Holdings, Inc. 2007 Stock Option Plan filed as an exhibit to the
                Company’s
                Registration Statement on Form S-8 filed on July 25,
                2007.  *10.3
            Employment
                agreement dated May 10, 2007, with J. Leonard Ivins filed as an exhibit
                to
                the Company’s Annual Report on Form 10-KSB for the year ended March 31,
                2007, filed on June 6, 2007.  *10.4
            Investment
                Agreement dated December 20, 2007, between Registrant and Dutchess
                Private
                Equities Fund, Ltd. Filed as an exhibit to the Company’s Form 8-K dated
                December 26, 2007.10.5
            Registration
                Rights Agreement dated December 20, 2007, between Registrant and
                Dutchess
                Private Equities Fund, Ltd. Filed as an exhibit to the Company’s Form 8-K
                dated December 26, 2007.10.6
            Amended
                and Restated Articles of Incorporation filed as an exhibit to the
                Company’s Definitive Information Statement dated February 15,
                2008.21.1
            Subsidiaries
                of the Registrant provided herewith.31.1
            Certification
                of J. Leonard Ivins.  Provided herewith.31.2
            Certification
                of Carl A. Chase.  Provided herewith.32.1
            Certification
                for Sarbanes-Oxley Act of J. Leonard Ivins.  Provided
                Herewith.32.2
            Certification
                for Sarbanes-Oxley Act of Carl A. Chase.  Provided
                Herewith.





*  Indicates
      management contract or compensatory plan or arrangement.


17


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





EDGELINE
      HOLDINGS, INC.











By:
      /s/  J. Leonard Ivins


J.
      Leonard Ivins, Chief Executive Officer





Date:
      February 19, 2008





Pursuant
      to the requirements of the Securities Exchange Act of 1934, this report has
      been
      signed below by the following persons on behalf of the Registrant and in the
      capacities and on the dates indicated.





/s/ 
                  J. Leonard Ivins
              
              
              /s/
                  Carl A. ChaseJ. Leonard Ivins
              
              
              Carl A. ChaseChief Executive Officer and Chairman of the Board
              
              
              Principal Financial and Accounting Officer and Director








18