U.S.
SECURITIES AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





x
            QUARTERLY
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE
      ACT OF 1934





For the
quarterly period ended June 30, 2009





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





Oncolin
Therapeutics, Inc.


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






(Former
Name if Applicable)





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





710 North
Post Oak Suite 410, Houston, Texas 77024





(Address
of principal executive offices)


(713)
780-0806


(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
 ̈





Indicate
by check mark whether the registrant is a large accelerated filer, and
accelerated filer, a non-accelerated filer, or a smaller reporting
company.  See the definitions of “large accelerated filer,”
“accelerated filer” and “smaller reporting company” in Rule 12b-2 of the
Exchange Act.





Large
      accelerated filer   ̈
              Accelerated
      filer    ̈Non-accelerated
      filer   ̈
              Smaller
      reporting company  x





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





As of May 13, 2010 there were
outstanding 463,655,263 shares of common stock, $0.01 par value per
share.








ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


INDEX
TO FORM 10-QSB


June
30, 2009





Part
      I
                                Financial
      InformationItem
      1.
                                Financial
      StatementsConsolidated
      Balance Sheets (unaudited)June
      30, 2009 and March 31, 2009
                                
                                3Consolidated
      Statements of Operations (unaudited)Three
      Months Ended June 30, 2009 and 2008, andInception
      (May 9, 2007) through June 30, 2009
                                
                                4Consolidated
      Statements of Cash Flow (unaudited)Three
      Months Ended June 30, 2009 and 2008, andInception
      (May 9, 2007) through June 30, 2009
                                
                                5Notes
      to Unaudited Consolidated Financial Statements
                                
                                6Item
      2.
                                Management’s
      Discussion and Analysis of Financial Condition and Results of
      Operations
                                
                                7Item
      3.
                                Quantitative
      and Qualitative Disclosures About Market Risk
                                
                                8Item
      4.
                                Controls
      and Procedures
                                
                                8Part
      II
                                Other
      InformationItem
      5.
                                Exhibits




2


PART
I.                FINANCIAL
INFORMATION





ITEM
      1.
            FINANCIAL
      STATEMENTS





ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(A
DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
BALANCE SHEETS


(Unaudited)





June30,2009
                
                
                March31,2009ASSETSCash
      and cash equivalents
                
                $
                14
                
                
                $
                300Total
      current assets
                
                
                14
                
                
                
                300Property
      and equipment, net
                
                
                3,745
                
                
                
                4,002Total
      assets
                
                $
                3,759
                
                
                
                4,302LIABILITIES
      AND SHAREHOLDERS' DEFICITCurrent
      liabilities:Accounts
      payable
                
                $
                225,166
                
                
                $
                226,113Accounts
      payable – related parties
                
                
                102,173
                
                
                
                102,173Accrued
      liabilities
                
                
                30,478
                
                
                
                28,102Notes
      payable – related parties
                
                
                99,478
                
                
                
                95,302Total
      current liabilities
                
                
                457,295
                
                
                
                451,690Shareholders
      deficit:Common
      stock, $.001 par value, 500,000,000 shares authorized; 462,055,263 shares
      issued and outstanding
                
                
                468,055
                
                
                
                468,055Additional
      paid-in capital
                
                
                2,049,942
                
                
                
                2,049,942Deficit
      accumulated during the development stage
                
                
                (2,971,533
                )
                
                
                (2,965,385
                )Total
      shareholders’ deficit
                
                
                (453,536
                )
                
                
                (447,388
                )Total
      liabilities and shareholders' deficit
                
                $
                3,759
                
                
                $
                4,302





See
accompanying notes to unaudited consolidated financial
statements.


3


ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(A
DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
STATEMENTS OF OPERATIONS


(Unaudited)





ThreeMonthsEndedJune30,
                
                
                Inception (May 9,
                  2007) to2009
                
                
                2008
                
                
                June30,2009Revenue
                
                $
                -
                
                
                $
                -
                
                
                $
                -Costs
      and expenses:Compensation
      and related expenses
                
                
                -
                
                
                
                51,800
                
                
                
                1,189,324Office
      administration
                
                
                65
                
                
                
                2,928
                
                
                
                21,070Professional
      fees
                
                
                3,450
                
                
                
                165,128
                
                
                
                853,388Investor
      relations
                
                
                -
                
                
                
                8,360
                
                
                
                292,444Merger
      expenses
                
                
                -
                
                
                
                -
                
                
                
                8,113Impairment
      of license agreement
                
                
                -
                
                
                
                -
                
                
                
                80,100Acquisition
      costs of subsidiary
                
                
                -
                
                
                
                -
                
                
                
                220,000Depreciation
      and amortization
                
                
                257
                
                
                
                6,888
                
                
                
                30,289Other
      expenses
                
                
                -
                
                
                
                31,964
                
                
                
                292,026Total
      costs and expenses
                
                
                3,772
                
                
                
                267,068
                
                
                
                2,986,754Interest
      expense
                
                
                2,376
                
                
                
                29,565
                
                
                
                463,544Gain
      on deconsolidated subsidiary
                
                
                -
                
                
                
                -
                
                
                
                (478,765
                )Net
      loss
                
                $
                (6,148
                )
                
                $
                (296,633
                )
                
                $
                (2,971,533
                )Net
      loss per share:Basic
      and diluted
                
                $
                (0.00
                )
                
                $
                (0.01
                )Weighted
      average number of common shares outstanding - Basic and
      diluted
                
                
                462,055,263
                
                
                
                42,332,533





See
accompanying notes to unaudited consolidated financial
statements.


4


ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(A
DEVELOPMENT STAGE COMPANY)


CONSOLIDATED
STATEMENTS OF CASH FLOWS


(Unaudited)







ThreeMonthsEndedJune30,
                      
                      
                      Cumulative
                        fromInception
                        (May9,2007)
                        throughJune2009
                      
                      
                      2008
                      
                      
                      30,2009Cash
      flows from operating activities:Net
      income (loss)
                      
                      $
                      (6,148
                      )
                      
                      $
                      (296,633
                      )
                      
                      $
                      (2,971,533
                      )Adjustments
      to reconcile net loss to cash used in operating
activities:Depreciation
      and amortization
                      
                      
                      257
                      
                      
                      
                      6,888
                      
                      
                      
                      21,400Amortization
      of deferred financing costs
                      
                      
                      -
                      
                      
                      
                      1,251
                      
                      
                      
                      15,000Non-cash
      compensation expense relating to license agreement
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      119,900Impairment
      of license agreement
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      80,100Amortization
      of debt discount
                      
                      
                      -
                      
                      
                      
                      22,054
                      
                      
                      
                      397,985Share-based
      compensation
                      
                      
                      -
                      
                      
                      
                      58,750
                      
                      
                      
                      1,093,481Non-cash
      acquisition of subsidiary
                      
                      
                      
                      
                      
                      
                      -
                      
                      
                      
                      220,000Changes
      in assets and liabilities:Other
      current assets
                      
                      
                      
                      
                      
                      
                      -
                      
                      
                      
                      15,750Accounts
      payable
                      
                      
                      (947
                      )
                      
                      
                      (5,491
                      )
                      
                      
                      288,468Accounts
      payable – related parties
                      
                      
                      -
                      
                      
                      
                      12,414
                      
                      
                      
                      102,173Accrued
      liabilities
                      
                      
                      2,376
                      
                      
                      
                      42,827
                      
                      
                      
                      67,046Net
      cash used in operating activities
                      
                      
                      (4,462
                      )
                      
                      
                      (157,940
                      )
                      
                      
                      (550,230
                      )Cash
      flows from investing activities:Investment
      in option agreement
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (20,000
                      )Property
      and equipment
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (5,145
                      )Net
      cash used in investing activities
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (25,145
                      )Cash
      flows from financing activities:Proceeds
      from notes payable – related parties
                      
                      
                      4,176
                      
                      
                      
                      -
                      
                      
                      
                      227,176Repayment
      of notes payable – related party
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      (13,000
                      )Proceeds
      from issuance of  common stock
                      
                      
                      -
                      
                      
                      
                      90,000
                      
                      
                      
                      91,165Proceeds
      from exercise of stock options
                      
                      
                      -
                      
                      
                      
                      67,239
                      
                      
                      
                      270,048Net
      cash provided by financing activities
                      
                      
                      4,176
                      
                      
                      
                      157,239
                      
                      
                      
                      575,389Net
      change in cash
                      
                      
                      (286
                      )
                      
                      
                      (701
                      )
                      
                      
                      14Cash
      and cash equivalents, beginning of period
                      
                      
                      300
                      
                      
                      
                      1,174
                      
                      
                      
                      -Cash
      and cash equivalents, end of period
                      
                      $
                      14
                      
                      
                      $
                      473
                      
                      
                      $
                      14Supplemental
      disclosures:Interest
      paid
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      
                      5,633Income
      taxes paid
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      -Non-cash
      financing activities:Discount
      on convertible notes
                      
                      $
                      -
                      
                      
                      $
                      397,985
                      
                      
                      $
                      397,985Stock
      issued for accounts payable
                      
                      
                      -
                      
                      
                      
                      28,500
                      
                      
                      
                      -Cancellation
      of stock certificate
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      300Issuance
      of note payable for license agreement
                      
                      
                      -
                      
                      
                      
                      200,000
                      
                      
                      
                      200,000Stock
      issued for prepaid investor relation services
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      73,800Conversion
      of Notes payable and Accrued Interest
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      414,568




See accompanying notes to unaudited
consolidated financial statements.




5




ONCOLIN
THERAPEUTICS, INC. AND SUBSIDIARIES


(A
DEVELOPMENT STAGE COMPANY)


NOTES
TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS


JUNE
30, 2009





Note
1.  Basis of Presentation





The
accompanying unaudited financial statements of Oncolin Therapeutics, Inc. (the
"Company" or "Oncolin") 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-Q and Article 8-03 of
Regulation S-X related to smaller reporting companies. These consolidated
financial statements should be read in conjunction with the audited financial
statements and notes, which are included as part of the Company's Form 10-K
filed with the SEC on May 5, 2010.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.  Notes to the financial
statements which substantially duplicate the disclosure contained in the audited
financial statements for fiscal year ended March 31, 2009 as reported in the
10-K have been omitted.





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 June
30, 2009, the Company has accumulated losses 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.  Related Party
Advances





During
the three months ended June 30, 2010, a director advanced $4,176 to the Company
for working capital purposes.  The advances do not bear interest and
have no specified date of repayment.





Note
4.  Subsequent Events





On March
31, 2010, the Company approved the issuance of 1,600,000 shares of common stock
to a director for services.


6




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
June 30, 2009 and 2008, and its results of operations for the three months ended
June 30, 2009 and 2008, and for period inception (May 9, 2007) through June 30,
2009, should be read in conjunction with the audited consolidated financial
statements and notes included in Edgeline Holdings’ Form 10-K for the year ended
March 31, 2009, 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 June 30, 2009





The
Company has had no revenue for period from inception (May 9, 2007) through June
30, 2009.





The
Company’s expenses were $2,971,533, which were primarily comprised of
compensation and related expenses of $1,189,324, professional fees of $853,388,
investor relations expenses of $292,444, interest expense of $463,544 and other
miscellaneous expenses of $292,026.





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.





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 June 30, 2008.





As a
result of the foregoing, the Company’s net operating loss for the period
inception (May 9, 2007) through June 30, 2009 was $2,971,533.





Comparison
of Three Months Ended June 30, 2009 and 2008.





The
Company has had no revenue for the three months ended June 30, 2009 and
2008.





The Company’s expenses decreased from
$267,068 for three months ended June 30, 2008 to $3,772 for three months ended
June 30, 2009.  The decrease of $263,296 was attributed to the low
activity in 2009.





As a
result of the foregoing, the Company’s net loss for the three months ended June
30, 2009 totaled $6,148 and the net loss for the same period in 2008 was
$296,663.





Liquidity
and Capital Resources





As of
June 30, 2009, the Company had cash in non-restrictive accounts of $14 and
negative working capital of $457,281.


7





Net cash
used in operating activities for the three months ended June 30, 2009 was $4,462
compared to $157,940 for same period in 2008.





For the
three months ended June 30, 2000, cash provided by financing activities totaled
$4,176 compared to $157,239 for same period in 2008.





The
Company needs to obtain significant additional capital resources through equity
and/or debt financings.  As of June 30, 2009, the Company had minimal
assets in cash and cash equivalents and negative working capital.  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.





ITEM
      3.
            QUANTITATIVE
      AND QUALITATIVE DISCLOSURES ABOUT MARKET
RISK





Pursuant
to Item 305(e) of Regulation S-K (§ 229.305(e)), the Company is not required to
provide the information required by this Item as it is a “smaller reporting
company,” as defined by Rule 229.10(f)(1).





ITEM
      4.
            CONTROLS
      AND PROCEDURES





(a)
            Evaluation
      of Disclosure Controls and
Procedures





As of the
end of the period covered by this Quarterly Report on Form 10-Q, we conducted an
evaluation, under the supervision and with the participation of our management,
including our Chief Executive Officer (“CEO”) and Chief Financial Officer
(“CFO”) of our disclosure controls and procedures (as defined in Rules13a-15(e)
and 15d-15(e) under the Exchange Act). Based on this evaluation, the CEO and CFO
concluded that our disclosure controls and procedures were not effective as of
June 30, 2009 due to a lack of segregation of duties and an overreliance on
consultants in the accounting and financial reporting process.





(b)
Changes in Internal Controls Over Financial Reporting





There
were no changes that occurred during the quarter covered by this Quarterly
Report on Form 10-Q that have materially affected, or are reasonably likely to
materially affect, the Company’s internal control over financial
reporting.


8


PART
II.  OTHER INFORMATION




ITEM
6. EXHIBITS





Exhibit No.
              
              Description31.1
              
              Certification
      of J. Leonard Ivins.32.1
              
              Certification
      for Sarbanes-Oxley Act of J. Leonard
  Ivins.  .


9