UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

                                -----------------

                                   FORM 10QSB
                                -----------------

(Mark One)

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
OF 1934 For the quarterly period ended September 30, 2007

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

            For the transition period from __________ to ___________

                       Commission file number: 000-50294


                                 LIFE USA, INC.
             -------------------------------------------------------
             (Exact name of registrant as specified in its charter)

            Colorado                                   84-1426725
----------------------------------               --------------------
      (State of Incorporation)                  (IRS Employer ID Number)

                       7609 Ralston Road, Arvada, CO 80003
                 -----------------------------------------------
                    (Address of principal executive offices)

                                  303-422-8127
                           --------------------------
                         (Registrant's Telephone number)

Check  whether  the issuer  (1) has filed all  reports  required  to be filed by
Section 13 or 15(d) of the  Securities  Exchange  Act of 1934 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 the filing  requirements  for the past 90
days. Yes [X] 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 [ ]


Indicate  the number of share  outstanding  of each of the  issuer's  classes of
common stock, as of the latest practicable date.

As of November 19, 2007, there were 10,060,534  shares of the registrant's  sole
class of common shares outstanding.

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



<PAGE>

<TABLE>
<CAPTION>

<S>                                                                                        <C>



PART I - FINANCIAL INFORMATION

Item 1.  Financial Statements       (Unaudited)                                            Page
                                                                                           ----

         Report of Independent Registered Public Accounting Firm                           F-1

         Consolidated Balance Sheets - September 30, 2007 and December 31, 2006            F-2

         Consolidated Statements of Operations  -  Three and Nine months  ended
                  September  30, 2007 and 2006 and From July 23, 2004
                  (Inception) to September 30, 2007                                        F-3

         Consolidated Statement of Changes in Stockholders'  Deficit - From July
                  23, 2004 (Inception) to September 30, 2007                               F-4

         Consolidated Statements of Cash Flows - Nine months ended September 30,
                  2007 and 2006 and From July 23, 2004  (Inception) to September
                  30, 2007                                                                 F-5

         Notes to Consolidated Financial Statements                                        F-6

Item 2.  Management's Discussion and Analysis                                               1

Item 3. Controls and Procedures                                                             3

Item 3A(T).  Controls and Procedures                                                        3

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings -Not Applicable                                                  3

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds - Not
          Applicable                                                                        3

Item 3.  Defaults Upon Senior Securities - Not Applicable                                   4

Item 4.  Submission of Matters to a Vote of Security Holders - Not Applicable               4

Item 5.  Other Information - Not Applicable                                                 4

Item 6.  Exhibits                                                                           4

SIGNATURES                                                                                  5

</TABLE>


<PAGE>




                                     PART I

ITEM 1. FINANCIAL STATEMENTS


JASPERS + HALL, PC
CERTIFIED PUBLIC ACCOUNTANTS
9175 Kenyon Avenue, Suite 100
Denver, CO 80237
303-796-0099


             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors
Life USA, Inc.

We  have  reviewed  the  accompanying  balance  sheets  of  Life  USA,  Inc.,  a
development  stage  of  company,  as of  September  30,  2007  and  the  related
statements of operations for the  three-months  and nine-months  ended September
30, 2007 and 2006 and the related  statements of cash flows for the  nine-months
ended  September  30,  2007  and  2006.  These  financial   statements  are  the
responsibility of the Company's management.

We conducted our reviews in accordance  with the standards of the Public Company
Accounting  Oversight  Board  (United  States).  A review of  interim  financial
information consists principally of applying analytical  procedures to financial
data and making  inquiries of persons  responsible  for financial and accounting
matters. It is substantially less in scope than an audit conducted in accordance
with the  standards of the Public  Company  Accounting  Oversight  Board (United
States),  the objective of which is the  expression of an opinion  regarding the
financial statements as a whole. Accordingly, we do not express such an opinion.

Based on our reviews, we are not aware of any material modifications that should
be made to the  accompanying  financial  statements for them to be in conformity
with accounting principles generally accepted in the United States.

The  accompanying  financial  statements  have been  prepared  assuming that the
Company will  continue as a going  concern.  As discussed in Note 2,  conditions
exists which raise  substantial doubt about the Company's ability to continue as
a going concern.  The financial  statements do not include any adjustments  that
might result from the outcome of this uncertainty.

/s/ Jaspers + Hall, PC
November 16, 2007




                                       F-1


<PAGE>
<TABLE>
<CAPTION>



         LIFE USA, INC. AND SUBSIDIARY
         (A DEVELOPMENT STAGE COMPANY)
           CONSOLIDATED BALANCE SHEET

<S>                                                                                   <C>                  <C>

                                                                                       September 30,         December 31,
                                                                                            2007                 2006
                                                                                      -----------------    -----------------
                                                                                         Unaudited             Audited
Assets
         Current Assets:
                 Cash                                                                            $ 377                $ 337
                 Prepaid expenses                                                               15,729               18,875
                 Assets of discontinued operations (Note 3)                                      5,377               73,467
                                                                                      -----------------    -----------------
         Total Current Assets                                                                   21,483               92,679
                                                                                      -----------------    -----------------

Total Assets                                                                                  $ 21,483             $ 92,679
                                                                                      =================    =================


Liabilities and Stockholders' Deficit
         Current liabilities
                 Accounts payable                                                            $ 297,542            $ 186,265
                 Notes payable                                                                  25,433               25,433
                 Convertible notes payable                                                     630,000              630,000
                 Liabilities of discontinued operations (Note 3)                               131,835              152,455
                                                                                      -----------------    -----------------
         Total Current Liabilities                                                           1,084,810              994,153

Stockholders' Deficit
         Common stock, $0.0001 par value; 100,000,000 shares                                     1,006                1,006
           authorized 10,060,534 shares issued and outstanding
           at September 30, 2007 and December 31, 2006, respectively
         Additional paid-in capital                                                            485,706              485,706
         Deficit accumulated during the development stage                                   (1,550,039)          (1,388,186)
                                                                                      -----------------    -----------------
                 Total Stockholders' Deficit                                                (1,063,327)            (901,474)
                                                                                      -----------------    -----------------

Total liabilities and stockholders' deficit                                                   $ 21,483             $ 92,679
                                                                                      =================    =================

See  the  Accountants'  Review  Report  and  the  accompanying  notes  to  these
consolidated financial statements.

                                      F-2

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                          LIFE USA, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                      CONSOLIDATED STATEMENT OF OPERATIONS
                                   (Unaudited)
<S>                                        <C>             <C>             <C>            <C>             <C>


                                             For the Three Months Ended      For the Nine Months Ended      July 23, 2004
                                                  September 30,                   September 30,            (Inception) to
                                               2007            2006            2007           2006        September 30, 2007
                                           -------------   -------------   -------------  -------------   ------------------
       Sales                               $          -      $        -      $        -     $        -         $          -
                                           -------------   -------------   -------------  -------------   ------------------
Operational expenses:
       Goodwill write off                             -               -               -              -               14,454
       General and administrative                     -          77,697          33,791        276,941              160,954
       Impairment loss                                -               -               -              -              116,667
       Depreciation and amortization                  -               -               -              -                    -
                                           -------------   -------------   -------------  -------------   ------------------
             Total operational expenses               -          77,697          33,791        276,941              292,075
                                           -------------   -------------   -------------  -------------   ------------------
Loss from operations                                  -         (77,697)        (33,791)      (276,941)            (292,075)
                                           -------------   -------------   -------------  -------------   ------------------
Other income (expense):
       Interest expense                         (27,159)        (30,457)        (80,591)       (14,687)            (200,729)
                                           -------------   -------------   -------------  -------------   ------------------
             Total other expense                (27,159)        (30,457)        (80,591)       (45,144)            (200,729)
                                           -------------   -------------   -------------  -------------   ------------------
Loss from continuing operations                 (27,159)       (108,154)       (114,382)      (322,085)            (492,804)
                                           -------------   -------------   -------------  -------------   ------------------
Discontinued operations, loss from
   operations of subsidiary                           -         (49,927)        (47,471)      (267,779)          (1,057,235)
                                           -------------   -------------   -------------  -------------   ------------------
Net Loss                                   $    (27,159)     $ (158,081)     $ (161,853)    $ (589,864)        $ (1,550,039)
                                           =============   =============   =============  =============   ==================
Per share information
Net (loss) per common share
       Basic                               $          *      $    (0.02)     $    (0.02)    $    (0.06)
       Fully diluted                                  *           (0.02)          (0.02)         (0.06)
                                           -------------   -------------   -------------  -------------
Weighted average number of common
       stock outstanding                     10,060,534      10,060,534      10,060,534      9,801,486
                                           -------------   -------------   -------------  -------------
       * Less than $(0.01) per share.

See  the  Accountants'  Review  Report  and  the  accompanying  notes  to  these
consolidated financial statements.

                                      F-3

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                          LIFE USA, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                 CONSOLIDATED STATEMENT OF STOCKHOLDERS' DEFICIT
                               September 30, 2007
                                   (Unaudited)
<S>                                 <C>                   <C>               <C>              <C>                 <C>

                                                                                                             Deficit accum
                                                                                            Additional          During
                                      Common Stock                           paid-in          Development
                                     Number of shares       Amount           Capital             Stage              Totals
                                    ------------------    --------------    -------------    ----------------    ----------------
Balance - July 23, 2004 (Inception)               -              $ -              $ -                 $ -                 $ -
                                    -------------------   --------------    -------------    ----------------    ----------------
Balance - December 31, 2004                       -                -                -                   -                   -
                                    -------------------   --------------    -------------    ----------------    ----------------

Recapitalization                            786,534               79         (134,259)                  -            (134,180)
Stock issued for tradename                  250,000               25          124,975                   -             125,000
Stock issued for services                   275,000               27              248                   -                 275
Warrants granted for services                     -                -           64,107                   -              64,107
Stock issued for acquisition              7,775,000              778            6,997                   -               7,775
Stock issued for cash                       454,000               45          113,455                   -             113,500
Forgiveness of debt                               -                -           20,000                   -              20,000
Net loss                                          -                -                -            (628,560)           (628,560)
                                    -------------------   --------------    -------------    ----------------    ----------------
Balance - December 31, 2005               9,540,534              954          195,523            (628,560)           (432,083)
                                    -------------------   --------------    -------------    ----------------    ----------------
Stock issued for services                   520,000               52          155,948                                 156,000
Warrants granted for services                     -                -          134,235                                 134,235
Net loss                                          -                -                -            (759,626)           (759,626)
                                    -------------------   --------------    -------------    ----------------    ----------------
Balance - December 31, 2006              10,060,534            1,006          485,706          (1,388,186)           (901,474)
                                    -------------------   --------------    -------------    ----------------    ----------------

Net Loss                                          -                -                -            (161,853)           (161,853)
                                    -------------------   --------------    -------------    ----------------    ----------------
Balance as of September 30, 2007         10,060,534          $ 1,006         $485,706        $ (1,550,039)       $ (1,063,327)
                                    ===================   ==============    =============    ================    ================

See  the  Accountants'  Review  Report  and  the  accompanying  notes  to  these
consolidated financial statements.

                                      F-4
</TABLE>


<PAGE>
<TABLE>
<CAPTION>

                          LIFE USA, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                       CONSOLIDATED STATEMENT OF CASH FLOWS
                                   (Unaudited)
<S>                                                          <C>              <C>              <C>

                                                                                                    July 23, 2004
                                                                   Nine Months Ended               (Inception) to
                                                                  September 30,                   September 30,
                                                                 2007             2006             2007
                                                             --------------   --------------   --------------
Cash Flows from Operating Activities:
        Net Loss                                                $ (161,853)      $ (589,864)    $ (1,550,039)

Adjustments to reconcile net loss to net cash used
        in operating  activities from
        continuing operations:
        Loss from discontinued operations                           47,471          267,779        1,057,235
        Stock Warrants expensed for services                             -          133,765          198,342
        Stock issuance for services                                      -          156,000          156,275
        Amortization and depreciation                                    -                -                -
        Goodwill write-off                                               -                -           14,454
        Impairment loss add back                                         -                -          116,667
        Decrease (Increase) Accounts Receivable                          -                -                -
        Decrease (Increase) in Prepaid Expenses                      3,146                -          (15,725)
        Increase in Accounts Payable                               111,276                -          297,542
        Increase in Accrued Expenses                                     -                -                -
                                                             --------------   --------------   --------------
Net Cash ( Used) Provided by Operating Activities
        from continuing operations                                      40          (32,320)         274,751
                                                             --------------   --------------   --------------
Net Cash Used in Investing Activities from
        continuing operations                                            -                -                -
                                                             --------------   --------------   --------------
Cash Flows from Financing Activities:
        Proceeds from notes payables                                     -          157,928          647,764
        Proceeds from stock issuance                                     -                -            7,775
                                                             --------------   --------------   --------------
Net Cash Provided (used) by Financing Activities
        from continuing operations                                       -          157,928          655,539
                                                             --------------   --------------   --------------
Net Cash used in discontinued operations                           (11,662)        (159,302)        (929,913)

Net Increase (Decrease) in Cash                                         40          125,608          930,290

Cash and Cash Equivalents - Beginning of Period                     11,999           52,750                -
                                                             --------------   --------------   --------------
Cash and Cash Equivalents - End of Period                            $ 377         $ 19,056            $ 377
                                                             ==============   ==============   ==============

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
        Cash paid for interest expense                                 $ -              766            2,205
                                                             ==============   ==============   ==============
        Cash paid for income taxes                                     $ -                -                -
                                                             ==============   ==============   ==============
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING
        AND FINANCING ACTIVITIES:
        Stock warrants granted for services                            $ -          133,765        2,195,438
                                                             ==============   ==============   ==============
        Stock issued for services                                      $ -          156,000          156,275
                                                             ==============   ==============   ==============
        Acquisition of tradename for 250,000 shares common             $ -                -          125,000
                                                             ==============   ==============   ==============
        Note payable assumed in reverse takeover                       $ -                -           15,080
                                                             ==============   ==============   ==============

See  the  Accountants'  Review  Report  and  the  accompanying  notes  to  these
consolidated financial statements.

                                      F-5
</TABLE>


<PAGE>



                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                                  September 30, 2007
                                   (Unaudited)

1.  Business, Basis of Presentation and Significant Accounting Policies:

Business:

Life USA, Inc. (the "Company") was  incorporated  in Colorado in January,  1997.
The Company was  originally  named  Lifeline USA, Inc. On January 16, 2007,  the
Company changed its name to Life USA, Inc. by filing an amendment to its Article
of Incorporation.  To resolve an administrative  dissolution by the Secretary of
State, the Company was reincorporated in 2002. The Company shareholders approved
reincorporation  of Life USA,  Inc. in 2001,  and then the  directors  acting as
trustees entered into a merger of the old Life USA, Inc. with the reincorporated
Life USA,  Inc. The Company was  organized to engage in any activity or business
not in conflict  with the laws of the State of Colorado or of the United  States
of America.

On September 13, 2005, Life USA, Inc. and Neuro Nutrition, Inc. ("Neuro") signed
an  agreement  whereby,  Life USA  purchased  all of the issued and  outstanding
shares of Neuro Nutrition,  Inc. for 8,300,000 shares of its common stock. Neuro
then became a 100% wholly owned  subsidiary  of Life USA,  Inc. In January 2007,
the Company ceased the operations of Neuro (See Note 3).

In the opinion of the  management  of the Company,  the  accompanying  unaudited
consolidated  financial  statements  include all normal  adjustments  considered
necessary to present fairly the financial  position and operating results of the
Company  for the  periods  presented.  The  financial  statements  and notes are
presented as permitted by Form 10-QSB,  and do not contain  certain  information
included in the Company's Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2006. It is  management's  opinion that when the interim  financial
statements are read in  conjunction  with the December 31, 2006 Annual Report on
Form 10-KSB, the disclosures are adequate to make the information  presented not
misleading. Interim results are not necessarily indicative of results for a full
year or any future period.

Basis of Presentation:

The Company has not earned any significant revenues from its limited operations.
Accordingly,  the  Company's  activities  have been  accounted for as those of a
"Development  Stage Enterprise" as set forth is Financial  Accounting  Standards
Board Statement No. 7 ("FASB 7"). Among the  disclosures  required by FASB 7 are
that the Company's financial  statements be identified as those of a development
stage  company,  and that the  statements  of  operation,  stockholders'  equity
(deficit)  and cash  flows  disclose  activity  since the date of the  Company's
inception.

Reclassifications:

Certain amounts reported in the 2006 financial statements have been reclassified
to conform to the nine months ended September 30, 2007 presentation.

Significant Accounting Policies:

                                      F-6

<PAGE>




Revenue Recognition

Revenue Recognition is recognized when earned. The Company's revenue recognition
policies are in  compliance  with Staff  accounting  bulletin  (SAB) 104.  Sales
revenue  is  recognized  at the  date of  shipment  to  customers  when a formal
arrangement  exists,  the  price is  fixed  or  determinable,  the  delivery  is
completed,   no  other   significant   obligations  of  the  Company  exist  and
collectability  is  reasonably  assured.  Payments  received  before  all of the
relevant criteria for revenue recognition are satisfied are recorded as unearned
revenue.

Net Loss per Share

Net loss per share is calculated  in accordance  with the Statement of Financial
Accounting  Standards No. 128 (SFAS No. 128), "Earnings per Share". SFAS No. 128
superseded  Accounting Principles Board Opinion No.15 (APB No. 15). Net loss per
share for all periods  presented  has been  restated to reflect the  adoption of
SFAS No. 128. Basic net loss per share is based upon the weighted average number
of  common  shares  outstanding.  Diluted  net  loss  per  share is based on the
assumption that all dilutive convertible shares and stock options were converted
or exercised.  Dilution is computed by applying the treasury stock method. Under
this method,  options and warrants are assumed to be exercised at the  beginning
of the period (or at the time of issuance,  if later),  and as if funds obtained
thereby were used to purchase  common  stock at the average  market price during
the period.

Accounting Policies:

In September 2006, the FASB issued SFAS No. 157, "Fair Value Measurements". This
statement  defines fair value,  establishes a framework for measuring fair value
in generally accepted accounting principles,  and expands disclosures about fair
value measurements. This statement applies under other accounting pronouncements
that require or permit fair value  measurements.  SFAS No. 157 is effective  for
the  Company  for its fiscal  year  beginning  on July 1, 2008.  The  Company is
currently  assessing  the impact the  adoption  of SFAS No. 157 will have on its
financial statements.

In September  2006,  the SEC issued Staff  Accounting  Bulletin (SAB) No. 108 in
order to eliminate the diversity of practice  surrounding  how public  companies
quantify  financial  statement   misstatements.   In  SAB  108,  the  SEC  staff
established  an approach that  requires  quantification  of financial  statement
misstatements based on the effects of the misstatements on each of the Company's
financial  statements and the related financial statement  disclosures.  SAB No.
108 is effective  for the Company for its current  fiscal year.  The adoption of
SAB No. 108 did not have an impact on the Company's financial statements.

On February 15, 2007,  the FASB issued SFAS No. 159,  "The Fair Value Option for
Financial  Assets and  Financial  Liabilities  - Including  an Amendment of FASB
Statement  No. 115." This standard  permits an entity to measure many  financial
instruments  and  certain  other  items at  estimated  fair  value.  Most of the
provisions  of SFAS No. 115  ("Accounting  for Certain  Investments  in Debt and
Equity   Securities)   applies   to  all   entities   that   own   trading   and
available-for-sale  securities.  The fair value  option  created by SFAS No. 159
permits  an entity  to  measure  eligible  items at fair  value as of  specified
election dates. Among others,  eligible items exclude (1) financial  instruments
classified  (partially  or in total) as  permanent  or  temporary  stockholders'
equity (such as a convertible  debt security  with a  non-contingent  beneficial
conversion  feature)  and (2)  investments  in  subsidiaries  and  interests  in
variable interests that must be consolidated.  A for-profit business entity will
be  required to report  unrealized  gains and losses on items for which the fair
value option has been elected in its statements of operations at each subsequent
reposting date. The fair value option (a) may generally be applied instrument by
instruments, (b) is irrevocable unless a new elections date occurs, and (c) must
be applied to the entire instrument and not to only a portion of the instrument.
SFAS No. 159 is  effective  as of the  beginning  of the first  fiscal year that
begins after  November 15, 2007.  The Company has not yet  evaluated  the effect
that the application of SFAS No. 159, may have, if any, on its future results of
operations and financial condition.


                                      F-7

<PAGE>




2.   Going Concern:

In the Company's Annual Report on Form 10-KSB for the fiscal year ended December
31,  2006,  the Report of the  Independent  Registered  Public  Accounting  Firm
includes an explanatory  paragraph that  describes  substantial  doubt about the
Company's  ability  to  continue  as a  going  concern.  The  Company's  interim
financial  statements  for the six months ended June 30, 2007 have been prepared
on a going concern basis,  which  contemplates the realization of assets and the
settlement of liabilities and commitments in the normal course of business.  The
Company  reported a net loss of $161,583 for the nine months ended September 30,
2007,  and an  accumulated  deficit of  $1,055,039  as of September 30, 2007. At
September 30, 2007, the Company had a working  capital deficit of $1,063,027 and
total current liabilities exceed total current assets by $1,063,327.

The future  success of the Company is likely  dependent on its ability to attain
additional  capital,  or to find an  acquisition  to add  value  to its  present
shareholders  and  ultimately,  upon its  ability  to attain  future  profitable
operations.  There can be no assurance  that the Company will be  successful  in
obtaining  such  financing,  or that it will  attain  positive  cash  flow  from
operations. Management believes that actions presently being taken to revise the
Company's operating and financial  requirements  provide the opportunity for the
Company to continue as a going concern.

3.  Discontinued Operations:

In  January  2007,  management  of the  Company  ceased  the  operations  of its
wholly-owned  subsidiary,  Neuro. As part of the cessation of Neuro, the Company
liquidated the inventory held by Neuro.

At September 30, 2007,  Neuro's  remaining asset is a prepaid expense of $5,377,
and its liabilities  consist of accounts  payable of $125,636 and a note payable
of $6,199. (excluding intercompany payables of approximately $750,106).

Neuro's  revenues for the nine months ended September 30, 2007 and 2006 reported
in  discontinued  operations  were $12,716 and  $667,574,  respectively  ($0 and
$177,197 for the three months ended September 30, 2007 and 2006,  respectively).
Neuro  recorded a net loss for the nine  months  ended June 30, 2007 and 2006 of
$47,471 and  $267,779,  respectively  ($0 and $49,927 for the three months ended
September 30, 2007 and 2006, respectively).

4.  Notes Payable:

         The Company's outstanding notes payable on September 30, 2007 consisted
of:

            $ 15,080        Note Payable issued to an investor. Due upon demand.
                             Interest rate is 8%

              10,353       Note payable, issued to vendor.  Due upon demand
             --------
            $ 25,443         Total notes payable outstanding on September
                             30, 2007.
             ========

                                      F-8

<PAGE>




5.  Convertible Notes Payable:

Convertible notes payable as of September 30, 2007, consisted of the following:

         $ 50,000      Note payable 1, convertible into 151,515 shares,
                       due September 30, 2006, incurring interest at 25%,
                       attached to the note are 151,515 warrants exercisable
                       at $0.625 per share. The note is secured by a
                       subordinated pledge of inventory and accounts receivable.

         $ 25,000      Note payable 2,  convertible  into 50,000  shares,
                       due  September 7, 2006,  incurring  interest at 10%. Note
                       holder has verbally agreed to extend the note.


         $ 50,000      Note payable 3, convertible into 151,515 shares, due
                       September 30, 2006, incurring interest at 25%.
                       The note is secured by a subordinated pledge of
                       Inventory and accounts receivable.

         $ 75,000      Note payable 4, convertible into 227,273 shares,
                       due September 30, 2006, incurring interest at 25%,
                       attached to the note are 227,273 warrants exercisable
                       at $0.625 per share. The note is secured by a
                       subordinated pledge of inventory and accounts receivable.

         $ 20,000      Note payable 5, convertible into 40,000 shares, due
                       February 28, 2007, incurring interest at 15%,
                       attached to the note are 40,000 warrants
                       exercisable at $0.65 per share.

         $ 50,000      Note payable 6, convertible into 100,000 shares, due
                       February 28, 2007, incurring interest at 15%, attached
                       to the note are 100,000 warrants exercisable at $0.65
                       per share.

         $ 75,000      Note payable 7, convertible into 150,000 shares,
                       due May 27, 2006, incurring interest at 10%, attached
                       to the note are 150,000 warrants exercisable at $0.625
                       per share.

         $ 50,000      Note payable 8, convertible into 100,000 shares, due
                       November 11, 2006, incurring interest at 10%, attached
                       to the note are 200,000 warrants exercisable at
                       $0.625 per share.

         $ 50,000      Note payable 9, convertible into 100,000 shares, due
                       November 11, 2006, incurring interest at 10%, attached
                       to the note are 200,000 warrants exercisable at
                       $0.625 per share.

         $  5,000      Note payable 10, convertible into 10,000 shares, due
                       November 11, 2006, incurring interest at 10%, attached
                       to the note are 20,000 warrants exercisable at $0.625
                       per share.
                                      F-9

<PAGE>




         $ 50,000      Note payable 11, convertible into 100,000 shares, due
                       December 7, 2006, incurring interest at 10%, attached
                       to the note are 200,000 warrants exercisable at $0.625
                       per share.

         $ 25,000      Note payable 12, convertible into 50,000 shares, due
                       February 20, 2007, incurring interest at 10%, attached
                       to the note are 100,000 warrants exercisable at $0.75
                       per share.

         $  5,000      Note payable 13, convertible into 10,000 shares, due
                       February 28, 2007, incurring interest at 10%, attached
                       to the note are 20,000 warrants exercisable at $0.75
                       per share.

         $ 50,000      Note payable 14, convertible into 125,000 shares, due
                       September 12, 2006, incurring interest at 25%, attached
                       to the note are 250,000 warrants exercisable at $0.75
                       per share. This note is secured by inventory and
                       accounts receivable.

         $ 50,000      Note payable 15, convertible into 125,000 shares, due
                       September 12, 2006, incurring interest at 25%, attached
                       to the note are 250,000 warrants exercisable at $0.75
                       per share. This note is secured by inventory and
                       accounts receivable.
         --------
         $630,000     Total Convertible notes payable. All these notes, with
         ========     the exception of notes 1, 3, 4, 14 and 15 are unsecured.

As of September 30, 2007, all of the  convertible  notes  described above are in
default.

6.  Stockholders' Equity (Deficit):

During the nine months ended  September 30, 2007,  the Company did not issue any
shares of its common stock.


                                      F-10

<PAGE>




ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
--------------------------------------------------------------------------------
OF OPERATIONS
-------------

The  following  discussion  should  be read in  conjunction  with our  unaudited
financial  statements and notes thereto included herein. In connection with, and
because we desire to take  advantage  of, the "safe  harbor"  provisions  of the
Private  Securities  Litigation Reform Act of 1995, we caution readers regarding
certain forward looking statements in the following  discussion and elsewhere in
this report and in any other statement made by, or on our behalf, whether or not
in future filings with the Securities and Exchange  Commission.  Forward-looking
statements are statements not based on historical  information  and which relate
to future  operations,  strategies,  financial  results  or other  developments.
Forward looking  statements are necessarily based upon estimates and assumptions
that are inherently  subject to significant  business,  economic and competitive
uncertainties and  contingencies,  many of which are beyond our control and many
of which,  with  respect to future  business  decisions,  are subject to change.
These  uncertainties and contingencies can affect actual results and could cause
actual results to differ  materially from those expressed in any forward looking
statements  made by, or on our behalf.  We  disclaim  any  obligation  to update
forward-looking statements.

The  independent  registered  public  accounting  firm's report on the Company's
financial  statements as of December 31, 2006,  and for each of the years in the
two-year period then ended,  includes a "going concern"  explanatory  paragraph,
that describes  substantial  doubt about the Company's  ability to continue as a
going  concern.  Management's  plans in  regard  to the  factors  prompting  the
explanatory  paragraph are  discussed  below and also in Note 2 to the unaudited
quarterly financial statements.

OPERATIONS

On September 13, 2005, Life USA, Inc. and Neuro Nutrition, Inc. ("Neuro") signed
an  agreement  whereby,  Life USA  purchased  all of the issued and  outstanding
shares of Neuro Nutrition,  Inc. for 8,300,000 shares of its common stock. Neuro
then became a 100% wholly owned subsidiary of Life USA, Inc.

In  January  2007,  management  of the  Company  ceased  the  operations  of its
wholly-owned  subsidiary,  Neuro. As part of the cessation of Neuro,  during the
nine months ended September 30, 2007, the Company  liquidated the inventory held
by Neuro.

RESULTS OF OPERATION

Results of Operations  for the Nine Months Ended  September 30, 2007 Compared to
the Nine Months Ended September 30, 2006

During the nine and three months ended  September 30, 2007,  the Company did not
recognize any revenues from its limited continuing operating activities.  Neuro,
the Company's wholly-owned  subsidiary,  did recognize $12,716 in revenue during
the nine months ended September 30, 2007.

During the nine  months  ended  September  30,  2007,  operating  expenses  from
continuing  operations were $33,791  compared to $276,941 during the nine months
ended September 30, 2006 ($0 and $77,697 for three months ended,  respectively).
The $243,150 decrease is due to the cessation of the operations of Neuro and the
limited  activities  of the Company  during the nine months ended  September 30,
2007.

The Company recognized  interest expense of $80,591 during the nine months ended
September  30, 2007 compared to $45,144  during the nine months ended  September
30, 2006  ($27,591  and  $45,144  for three  months  ended,  respectively).  The
increase  of $35,447 was due to an  increase  in notes  payable  during the year
ended December 31, 2006.
                                        1


<PAGE>




The Company  recognized a loss from  continuing  operations  of $114,382 for the
nine  months  ended  September  30,  2007  compared  to a loss  from  continuing
operations of $322,085 for the nine months ended September 30, 2006 ($27,159 and
$30,457 for the three  months  ended  September  30,  2007,  respectively).  The
decrease of $207,703 was due to the $243,150  decrease in operating  expenses of
continuing operations offset by the increase of $35,447 in interest expense.

The Company  recognized a loss of $47,471 from the  discontinued  operations  of
Neuro for the nine months ended September 30, 2007, compared to $267,779 for the
nine months ended  September 30, 2006 ($0 and $49,927 for the three months ended
September 30, 2007 and 2006, respectively).

During the nine months ended  September 30, 2007,  the Company  recognized a net
loss of  $161,853,  compared to a net loss of $589,864 for the nine months ended
September 30, 2007 ($27,159 and $158,081  three months ended  September 30, 2007
and 2006,  respectively).  The  decrease  of  $428,011  was due the  decrease in
operational  expenses caused by the cessation of the  operational  activities of
Neuro.

LIQUIDITY AND CAPITAL RESOURCES

During the nine months  ended  September  30,  2007,  the Company did not use or
receive any cash in its continuing operating activities. The Company had cash of
$377 at September  30, 2007.  The Company did not use or receive  funds from its
investing or financing activities from continuing operations.

The Company will need to either  borrow or make private  placements  of stock in
order to fund operations. No assurance exists as to the ability to achieve loans
or make private placements of stock.

Going Concern

The Company's financial statements have been presented on the basis that it is a
going concern, which contemplates the realization of assets and the satisfaction
of liabilities in the normal course of business.

The Company is in the development  stage. The Company's ability to continue as a
going  concern is dependent  upon its ability to develop  additional  sources of
capital  or  locate  a  merger  candidate  and  ultimately,  achieve  profitable
operations. The accompanying financial statements do not include any adjustments
that might result from the outcome of these uncertainties. Management is seeking
new capital to revitalize the Company.

ADDITIONAL FINANCING

NEED FOR ADDITIONAL FINANCING

The Company does not have capital  sufficient to meet the Company's  cash needs,
including the costs of compliance with the continuing reporting  requirements of
the  Securities  Exchange  Act of 1934.  The Company  will have to seek loans or
equity  placements to cover such cash needs. In the event the Company is able to
complete a business combination during this period, lack of its existing capital
may be a  sufficient  impediment  to prevent it from  accomplishing  the goal of
completing a business combination.  There is no assurance, however, that without
funds it will ultimately allow the Company to carry out its business.

The  Company  will  need to raise  additional  funds  to  conduct  any  business
activities in the next twelve months.

No commitments to provide additional funds have been made by management or other
stockholders.  Accordingly,  there can be no assurance that any additional funds
will be  available  to the Company to allow it to cover its expenses as they may
be incurred.
                                        2


<PAGE>




Irrespective  of whether the  Company's  cash assets prove to inadequate to meet
the Company's  operational needs, the Company might seek to compensate providers
of services by issuances of stock in lieu of cash.

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
September 30, 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  issuers  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  issuers last fiscal  quarter that has
materially  affected or is  reasonable  likely to materially  affect,  the small
business issuers 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.



                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS
--------------------------

                NONE

ITEM 2.  CHANGES IN SECURITIES
------------------------------

                NONE

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES
----------------------------------------

                NONE

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
------------------------------------------------------------

                NONE.

ITEM 5.  OTHER INFORMATION
--------------------------

                NONE.

                                        3


<PAGE>






ITEM 6.  EXHIBITS
-----------------

Exhibits.  The  following is a complete  list of exhibits  filed as part of this
Form 10-QSB.  Exhibit numbers  correspond to the numbers in the Exhibit Table of
Item 601 of Regulation S-B.

     Exhibit 31.1  Certification of Chief Executive  Officer pursuant to Section
     302 of the Sarbanes-Oxley Act

     Exhibit 32.1  Certification  of  Principal  Executive  Officer  pursuant to
     Section 906 of the Sarbanes-Oxley Act





                                        4








<PAGE>






                                   SIGNATURES


     Pursuant to the  requirements  of Section 12 of the Securities and Exchange
Act of 1934,  the  Registrant  has duly  caused  this report to be signed on its
behalf by the undersigned, thereunto duly authorized.





                                             LIFE USA, INC.
                                              (Registrant)



Dated: November 19, 2007                    By: /s/ Wesley Whiting
                                                 ------------------
                                                    Wesley Whiting, President &
                                                    Chief Accounting Officer










                                        5