UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549

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

                                   FORM 10Q
                                -----------------

(Mark One)

[ X ] QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE ACT
OF 1934

                 For the quarterly period ended March 31, 2008

[ ] 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 80002
                 -----------------------------------------------
                    (Address of principal executive offices)

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


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  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, an
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 ____ (Do not check if a smaller reporting company)

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 14, 2008, there were  10,060,534  shares of the  registrant's  sole
class of common shares outstanding.


<PAGE>


<TABLE>
<CAPTION>
<S>                                                                                        <C>

PART I - FINANCIAL INFORMATION

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

                Consolidated Balance Sheets - March 31, 2008 and
                           December 31, 2007                                               F-1

         Consolidated Statements of Operations  -
                  Three months ended March 31, 2008 and 2007 and
                  From July 23, 2004 (Inception) to March 31, 2008                         F-2

         Consolidated Statements of Changes in Shareholders' Deficit -
                   From July 23, 2004 (Inception) to March 31, 2008                        F-3

         Consolidated  Statements  of Cash Flows - Three  months ended March 31,
                  2008 and 2007 and
                  From July 23, 2004 (Inception) to March 31, 2008                         F-4

         Notes to the Consolidated Financial Statements                                    F-5

Item 2.  Management's Discussion and Analysis of Financial Condition
                  and Results of Operations                                                 1

Item 3.  Quantitative and Qualitative Disclosures About Market Risk - Not Applicable

Item 4.  Controls and Procedures                                                            3

Item 4T. Controls and Procedures                                                            3

PART II - OTHER INFORMATION

Item 1.  Legal Proceedings -Not Applicable                                                  4

Item 2.  Unregistered Sales of Equity Securities and Use of Proceeds                        4
                  -Not Applicable

Item 3.  Defaults Upon Senior Securities - Not Applicable                                   4

Item 4.  Submission of Matters to a Vote of Security Holders - Not Applicable               5

Item 5.  Other Information - Not Applicable                                                 5

Item 6.  Exhibits                                                                           5

SIGNATURES                                                                                  6

</TABLE>


<PAGE>


                                 Life USA, Inc.

                              Financial Statements
                     Three-Month Period Ended March 31, 2008
                                   (Unaudited)


                                     PART I

ITEM 1. FINANCIAL STATEMENTS



<PAGE>
<TABLE>
<CAPTION>
                          LIFE USA, INC. AND SUBSIDIARY
                          (A DEVELOPMENT STAGE COMPANY)
                           CONSOLIDATED BALANCE SHEET

<S>                                                                                   <C>                  <C>

                                                                                         March 31,           December 31,
                                                                                            2008                 2007
                                                                                      -----------------    -----------------
                                                                                        (Unaudited)           (Audited)

Assets
         Current Assets:
                 Cash                                                                            $ 725              $ 2,226
                 Assets of discontinued operations (Note 3)                                      2,158                2,158
                                                                                      -----------------    -----------------
         Total Current Assets                                                                    2,883                4,384
                                                                                      -----------------    -----------------
Total Assets                                                                                   $ 2,883              $ 4,384
                                                                                      =================    =================

Liabilities and Stockholders' Deficit
         Current liabilities
                 Accounts payable                                                            $ 358,851            $ 329,219
                 Notes payable                                                                  25,433               25,433
                 Convertible notes payable                                                     630,000              630,000
                 Liabilities of discontinued operations (Note 3)                               131,835              131,835
                                                                                      -----------------    -----------------
         Total Current Liabilities                                                           1,146,119            1,116,487

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 March 31, 2008 and December 31, 2007, respectively
         Additional paid-in capital                                                            485,706              485,706
         Deficit accumulated during the development stage                                   (1,629,948)          (1,598,815)
                                                                                      -----------------    -----------------
                 Total Stockholders' Deficit                                                (1,143,236)          (1,112,103)
                                                                                      -----------------    -----------------
Total liabilities and stockholders' deficit                                                    $ 2,883              $ 4,384
                                                                                      =================    =================

See the accompanying notes to these consolidated financial statements.

                                      F-1

</TABLE>


<PAGE>
<TABLE>
<CAPTION>

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



                                             For the Three Months Ended     July 23, 2004
                                                     March 31,              Inception) to
                                               2008            2007         March 31, 2008
                                           -------------   -------------  -------------------
       Sales                                  $       -       $       -         $         -
                                           -------------   -------------  -------------------
Operational expenses:
       Goodwill write off                             -               -               14,454
       General and administrative                 4,269           5,032              183,621
       Impairment loss                                -               -              116,667
       Depreciation and amortization                  -               -                    -
                                           -------------   -------------  -------------------
             Total operational expenses           4,269           5,032              314,742
                                           -------------   -------------  -------------------
Loss from operations                             (4,269)         (5,032)            (314,742)
                                           -------------   -------------  -------------------
Other income (expense):
       Interest expense                         (26,864)        (26,568)            (254,752)
                                           -------------   -------------  -------------------
             Total other expense                (26,864)        (26,568)            (254,752)
                                           -------------   -------------  -------------------

Discontinued operations, loss from
   operations of subsidiary                           -         (47,471)          (1,060,454)
                                           -------------   -------------  -------------------
Net Loss                                      $ (31,133)      $ (79,071)        $ (1,629,948)
                                           =============   =============  ===================
Per share information
Net (loss) per common share
       Basic                                  $   *           $  *
       Fully diluted                              *              *
                                           -------------   -------------

Weighted average number of common
       stock outstanding                     10,060,534      10,060,534
                                           -------------   -------------
       * Less than $(0.01) per share.

See 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 STOCKHOLDERS' DEFICIT
                                 March 31, 2008
                                   (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                                                -                -                -            (210,629)           (210,629)
                                       -------------------   --------------    -------------    ----------------    ----------------
Balance - December 31, 2007                    10,060,534            1,006          485,706          (1,598,815)         (1,112,103)
                                       -------------------   --------------    -------------    ----------------    ----------------
Net loss                                                -                -                -             (31,133)            (31,133)
                                       -------------------   --------------    -------------    ----------------    ----------------
Balance as of March 31, 2008                   10,060,534          $ 1,006         $485,706        $ (1,629,948)       $ (1,143,236)
                                       ===================   ==============    =============    ================    ================

See the accompanying notes to these consolidated financial statements.

</TABLE>

                                      F-3

<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
                                                                   For the Three Months Ended        (Inception) to
                                                                           March 31,                   March 31,
                                                                      2008             2007              2008
                                                                 ---------------   --------------    --------------
Cash Flows from Operating Activities:
        Net Loss                                                      $ (31,133)       $ (79,071)     $ (1,629,948)

Adjustments to reconcile net loss to net cash used
        in operating  activities from continuing operations:
        Loss from discontinued operations                                     -           47,471         1,060,454
        Stock Warrants expensed for services                                  -                -           198,342
        Stock issuance for services                                           -                -           156,275
        Amortization and depreciation                                         -                -                 -
        Goodwill write-off                                                    -                -            14,454
        Changes in operating assets and liabilities:
        Impairment loss add back                                              -                -           116,667
        Decrease (Increase) in Prepaid Expenses                               -            3,146            18,875
        Increase in Accounts Payable                                     29,632           28,454           172,585
                                                                 ---------------   --------------    --------------
Net Cash Provided (Used) by Operating Activities
        from continuing operations                                       (1,501)               -           107,704
                                                                 ---------------   --------------    --------------
Cash Flows from Financing Activities:
        Proceeds from notes payables                                          -                -           647,764
        Proceeds from stock issuance                                          -                -             7,775
                                                                 ---------------   --------------    --------------
Net Cash Provided (used) by Financing Activities
        from continuing operations                                            -                -           655,539
                                                                 ---------------   --------------    --------------
Net Cash used in discontinued operations                                      -          (11,662)         (762,518)

Net (Decrease) Increase in Cash                                          (1,501)               -           763,243

Cash and Cash Equivalents - Beginning of Period                           2,226           11,999                 -
                                                                 ---------------   --------------    --------------
Cash and Cash Equivalents - End of Period                                 $ 725            $ 337             $ 725
                                                                 ===============   ==============    ==============

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

See the accompanying notes to these consolidated financial statements.


</TABLE>

                                      F-4




<PAGE>



                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                    For the Three Months Ended March 31, 2008

NOTE 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
the  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.  The  Company
accounted for the acquisition as a reverse acquisition under the purchase method
of accounting, since the Neuro shareholders obtained control of the consolidated
entity. The historical statements presented are those of Neuro.

Neuro Nutrition was incorporated on July 23, 2004 in the State of Colorado,  and
has been in the development stage since. 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-Q,  and do not contain  certain  information
included in the Company's Annual Report on Form 10-KSB for the fiscal year ended
December 31, 2007. It is  management's  opinion that when the interim  financial
statements are read in  conjunction  with the December 31, 2007 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 Statement of Financial Accounting
Standard No. 7 ("SFAS No. 7"). Among the disclosures  required by SFAS No. 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.

                                      F-5

<PAGE>





                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                  For the Three Months Ended December 31, 2007

Significant Accounting Policies:

Cash and Cash Equivalents

The Company  maintains the majority of its cash  accounts at a commercial  bank.
The total cash balance is insured by the Federal Deposit  Insurance  Corporation
("FDIC") up to $100,000 per  commercial  bank. As of March 31, 2008, the Company
had zero  amounts in excess of the FDIC  insured  limits.  For  purposes  of the
statement  of cash  flows,  the  Company  considers  all cash and highly  liquid
investments  with  initial  maturities  of  three  months  or  less  to be  cash
equivalents.

Estimates

The preparation of financial statements in conformity with accounting principles
generally  accepted in the United States  requires  management to make estimates
and assumptions that affects the reported amounts of assets and liabilities, and
disclosure of  contingent  assets and  liabilities  at the date of the financial
statements and the reported amounts of revenue and expenses during the reporting
period.  Such  estimates  may be  materially  different  from  actual  financial
results.  Significant  estimates include the recoverability of long-lived assets
and the collectability of accounts receivable.

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 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.

Fair Value of Financial Instruments

The carrying amount of accounts  payable and accrued  expenses are considered to
be  representative  of their  respective  fair values  because of the short-term
nature of these financial instruments.

                                      F-6

<PAGE>








                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                    For the Three Months Ended March 31, 2008

Other Comprehensive Income

The Company has no material components of other comprehensive  income (loss) and
accordingly, net loss is equal to comprehensive loss in all periods.

Recent Accounting Pronouncements:

In  September  2006,  the FASB issued SFAS No.  157,  "Fair Value  Measurements"
("SFAS No. 157").  SFAS No. 157 defines fair value,  establishes a framework for
measuring fair value in generally accepted accounting  principles ("GAAP"),  and
expands disclosures about fair value measurements.  This statement applies under
other accounting  pronouncements  that require or permit fair value  measurement
where the FASB has previously  determined that under those  pronouncements  fair
value is the  appropriate  measurement.  This statement does not require any new
fair value  measurements but may require  companies to change current  practice.
This statement is effective for those fiscal years  beginning after November 15,
2007 and to the interim  periods within those fiscal years. We believe that SFAS
No. 157 should not have a material  impact on our financial  position or results
of operations

In  February  2007,  the FASB issued  SFAS No.  159,  The Fair Value  Option for
Financial Assets and Financial  Liabilities (SFAS No. 159). SFAS No. 159 permits
entities to choose to measure,  on an item-by-item  basis,  specified  financial
instruments and certain other items at fair value.  Unrealized  gains and losses
on items for which the fair value  option has been  elected  are  required to be
reported in earnings  at each  reporting  date.  SFAS No. 159 is  effective  for
fiscal years  beginning  after  November 15, 2007,  the  provisions of which are
required to be applied prospectively. We believe that SFAS 159 should not have a
material impact on our financial position or results of operations

In  December  2007,  the FASB  issued  SFAS No.  141  (Revised  2007),  Business
Combinations,  or SFAS No. 141R.  SFAS No. 141R will change the  accounting  for
business combinations. Under SFAS No. 141R, an acquiring entity will be required
to recognize all the assets acquired and liabilities assumed in a transaction at
the  acquisition-date  fair value with  limited  exceptions.  SFAS No. 141R will
change the accounting  treatment and disclosure for certain  specific items in a
business   combination.   SFAS  No.  141R  applies   prospectively  to  business
combinations  for which the acquisition date is on or after the beginning of the
first  annual  reporting  period  beginning  on  or  after  December  15,  2008.
Accordingly,  any  business  combinations  we  engage  in will be  recorded  and
disclosed following existing GAAP until January 1, 2009. We expect SFAS No. 141R
will have an impact on accounting for business combinations once adopted but the
effect is dependent upon  acquisitions  at that time. We are still assessing the
impact of this pronouncement.

In December  2007,  the FASB issued SFAS No. 160,  "Noncontrolling  Interests in
Consolidated Financial Statements--An Amendment of ARB No. 51, or SFAS No. 160".
SFAS  No.  160  establishes  new  accounting  and  reporting  standards  for the
noncontrolling  interest  in a  subsidiary  and  for  the  deconsolidation  of a
subsidiary.  SFAS No. 160 is effective  for fiscal  years  beginning on or after
December 15, 2008. We believe that SFAS 160 should not have a material impact on
our financial position or results of operations.

                                      F-7

<PAGE>


                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                    For the Three Months Ended March 31, 2008

In March  2008,  the FASB  issued  SFAS No.  161  Disclosures  about  Derivative
Instruments and Hedging Activities.  SFAS No. 161 requires additional disclosure
related to derivatives  instruments  and hedging  activities.  The provisions of
SFAS No. 161 are  effective  as of January 1, 2008 and the Company is  currently
evaluating the impact of adoption.

NOTE 2.   Going Concern:

In the Company's Annual Report on Form 10-KSB for the fiscal year ended December
31,  2007,  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  three  months  ended  March  31,  2008 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 $31,133 for the three ended March
31, 2008,  and an  accumulated  deficit of  $1,629,948  as of March 31, 2008. At
March 31, 2008,  the Company had a working  capital  deficit of  $1,143,236  and
total current liabilities exceed total current assets by $1,143,236.

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.

NOTE 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  March  31,  2008,  Neuro's  remaining  asset  is  cash  of  $2,158,  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 three months ended March 31, 2008 and 2007 reported in
discontinued operations were $0 and $12,716, respectively.  Neuro recorded a net
loss for the  three  months  ended  March 31,  2008 and 2007 of $0 and  $47,471,
respectively.

                                      F-8

<PAGE>






                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                    For the Three Months Ended March 31, 2008

NOTE 4.  Notes Payable:

         The Company's outstanding notes payable on March 31, 2008 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 March 31, 2008.
             ========

NOTE 5.  Convertible Notes Payable:

Convertible notes payable as of December 31, 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.

                                      F-9

<PAGE>

                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                    For the Three Months Ended March 31, 2008

         $ 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.

         $ 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 March  31,  2008,  all of the  convertible  notes  described  above are in
default.

                                      F-10

<PAGE>






                          LIFE USA, INC. AND SUBSIDIARY
                          (A Development Stage Company)
                 Notes to the Consolidated Financial Statements
                    For the Three Months Ended March 31, 2008

NOTE 6.  Capital Stock Transactions

Common Stock:

During the three months ended March 31, 2008 and 2007, the Company did not issue
any shares of its common stock.

Warrants:

During the three months ended March 31, 2008,  warrants  exercisable for 120,000
shares of common stock expired.

                                      F-11

<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, 2007,  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.

PLAN OF OPERATIONS

Life USA, Inc. ("the Company" or "we") has operated as a nutraceutical marketing
and  distribution  company  with a  strategic  focus of  acquiring  intellectual
property  and  processes.   The  Company   intended  to  market  and  distribute
nutritional products and services in a way that appeals to its target market.

In  January  2007,  the  Company  ceased  the  operations  of its  wholly  owned
subsidiary,  Neuro  Nutrition,  Inc.  ("Neuro").  The Company has been unable to
continue  Nuero's  operations  due to financial  constraints.  At this time, the
current management of the Company is in the process of developing a new business
plan.

The Company at this time is focusing  its efforts on securing  financing  to pay
outstanding debts and supporting future business  activities and the development
of its business plan. The Company does not have sufficient revenue and income to
operate in a break-even  mode. The Company plans to seek a business  acquisition
or combination.  The Company will need to fund the deficits in operating capital
through debt or private placements of its common stock, which is its sole source
of liquidity.

RESULTS OF OPERATIONS

For the Three  Months  Ended March 31, 2008  Compared to the Three  Months Ended
March 31, 2007

During the three months ended March 31, 2008 and 2007,  we did not recognize any
revenues from our business activities.

During the three months ended March 31, 2008, we incurred  operational  expenses
of $4,269  compared to $5,032 during the three months ended March 31, 2007.  The
decrease  of $763 is a result of the  minimization  of our  operations  over the
prior period.

During the three months ended March 31, 2008 and 2007,  we  recognized  interest
expense of $26,864 and $26,568 in connection with our convertible notes.

                                       1

<PAGE>





During the three  months  ended  March 31,  2008,  we  recognized  a net loss of
$31,133  compared to a net loss of $79,071  during the three  months ended March
31, 2007.  The  decrease of $47,938 is a result of the $$47,471  decrease in the
losses from discontinued operations.

LIQUIDITY AND FINANCIAL CONDITION

Net cash used in  operating  activities  during the three months ended March 31,
2008 was $1,501,  compared to net cash used in operating  activities  during the
three months ended March 31, 2007 of $0. During the three months ended March 31,
2008, net losses of $31,133 were not adjusted for any non-cash items. During the
three  months  ended  March 31,  2008,  net losses of $79,071  were  adjusted by
$47,471 loss from discontinued operations.

During the three months ended March 31, 2008 and 2007, we did not use or receive
funds from  investing  activities.  During the three months ended March 31, 2008
and 2007, we did not use or receive any funds from financing activities.

At March 31, 2008, we had total current assets of $2,883,  consisting of cash on
hand of $725,  and  $2,158 in assets of  discontinued  operations.  At March 31,
2008, we had total current  liabilities  of  $1,146,119,  consisting of accounts
payable of $358,851,  notes  payable of $25,433,  convertible  notes  payable of
$630,000 and $131,835 in liabilities of  discontinued  operations.  At March 31,
2008, there is a working capital deficit of $1,143,236.

During  the  years  ended  December  31,  2006  and  2005,  the  Company  issued
convertible  promissory notes for $630,000. The convertible promissory notes had
due dates  starting in May 2006 through  February 2007. The Company is currently
in default on the convertible promissory notes.

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. Lack of its existing capital may be
a sufficient  impediment to prevent it from  accomplishing the goal of expanding
its  operations.  There is no  assurance,  however,  that without  funds it will
ultimately allow the Company to carry out its business.

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.

Irrespective of whether the Company's cash assets prove to be 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.


                                       2

<PAGE>



ITEM 3.  QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.

Not Applicable

ITEM 4.  CONTROLS AND PROCEDURES

Disclosures Controls and Procedures

We have adopted and maintain disclosure controls and procedures (as such term is
defined in Rules 13a 15(e) and 15d-15(e)  under the  Securities  Exchange Act of
1934,  as  amended  (the  "Exchange  Act"))  that are  designed  to ensure  that
information  required to be disclosed in our reports  under the Exchange Act, is
recorded,  processed,  summarized and reported within the time periods  required
under  the  SEC's  rules and forms  and that the  information  is  gathered  and
communicated to our management, including our Chief Executive Officer (Principal
Executive Officer) and Chief Financial Officer (Principal Financial Officer), as
appropriate, to allow for timely decisions regarding required disclosure.

As required by SEC Rule 15d-15(b),  our Chief  Executive  Officer carried out an
evaluation  under the supervision and with the  participation of our management,
of the effectiveness of the design and operation of our disclosure  controls and
procedures  pursuant  to  Exchange  Act Rule  15d-14 as of the end of the period
covered by this report. Based on the foregoing  evaluation,  our Chief Executive
Officer has concluded that our disclosure  controls and procedures are effective
in timely alerting them to material  information  required to be included in our
periodic SEC filings and to ensure that information  required to be disclosed in
our periodic SEC filings is  accumulated  and  communicated  to our  management,
including  our Chief  Executive  Officer,  to allow timely  decisions  regarding
required  disclosure as a result of the deficiency in our internal  control over
financial reporting discussed below.

ITEM 4T. CONTROLS AND PROCEDURES

Management's Quarterly Report on Internal Control over Financial Reporting.

Our management is responsible for establishing and maintaining adequate internal
control over financial  reporting for the company in accordance  with as defined
in Rules  13a-15(f) and 15d-15(f)  under the Exchange Act. Our internal  control
over financial  reporting is designed to provide reasonable  assurance regarding
the  reliability  of  financial  reporting  and  the  preparation  of  financial
statements  for  external   purposes  in  accordance  with  generally   accepted
accounting  principles.  Our internal control over financial  reporting includes
those policies and procedures that:

(i)  pertain  to  the  maintenance  of  records  that,  in  reasonable   detail,
     accurately  and fairly reflect the  transactions  and  dispositions  of our
     assets;

(ii) provide reasonable assurance that transactions are recorded as necessary to
     permit preparation

(iii)provide reasonable  assurance  regarding  prevention or timely detection of
     unauthorized

Management's  assessment of the  effectiveness  of the small  business  issuer's
internal  control over financial  reporting is as of the quarter ended March 31,
2008. We believe that internal control over financial reporting is effective. We
have not identified any, current material weaknesses  considering the nature and
extent of our current operations and any risks or errors in financial  reporting
under current operations.

                                       3

<PAGE>





Because of its inherent  limitations,  internal control over financial reporting
may not prevent or detect misstatements.  Also, projections of any evaluation of
effectiveness to future periods are subject to the risk that controls may become
inadequate  because of changes in  conditions,  or that the degree of compliance
with the policies or procedures may deteriorate.

This quarterly  report does not include an  attestation  report of the Company's
registered  public  accounting  firm regarding  internal  control over financial
reporting.  Management's  report was not subject to attestation by the Company's
registered  public accounting firm pursuant to temporary rules of the Securities
and Exchange  Commission  that permit the Company to provide  only  management's
report in this annual report.

There  was no change in our  internal  control  over  financial  reporting  that
occurred  during the fiscal  quarter ended March 31, 2008,  that has  materially
affected,  or is reasonably  likely to materially  affect,  our internal control
over financial reporting.

                                       4

<PAGE>





                           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.


ITEM 6.  EXHIBITS

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

     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



                                        5


<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:   May 14, 2008            By: /s/ Wesley F. Whiting
                                     ---------------------
                                         Wesley F. Whiting, President,
                                         Chief Executive Officer & Principal
                                         Accounting Officer