U. S. SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 20549

                                   FORM 10-QSB


               QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934


                For the nine month period ended: September 30, 2006


                           Commission file No.0-24511


                        ADVANCED OPTICS ELECTRONICS, INC.
           (Name of small business issuer as specified in its charter)

                   Nevada                              88-0365136
          (State of incorporation)          (IRS Employer Identification No.)

           8301 Washington NE, Suite 5, Albuquerque, New Mexico 87113
          (Address of principal executive offices including zip code)

         Issuer's telephone number:                 (505) 797-7878

Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days.  Yes X     No
                                                              ---      ---

The number of issuer's  shares of Common  Stock  outstanding  as of November 14,
2006 was 11,158,836,349

Transitional Small Business Disclosure Format (check one):  Yes      No X
                                                               ---     ---

<PAGE>

PART I:  FINANCIAL INFORMATION
ITEM 1:  Financial Statements

                       ADVANCED OPTICS ELECTRONICS, INC.
                         (A Development Stage Company)
                          CONSOLIDATED BALANCE SHEETS
                                  (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                September 30, 2006       December 31, 2005
                                                                                ------------------       -----------------
<S>                                                                               <C>                      <C>
                                     ASSETS

Current Assets
           Cash                                                                    $     48,706             $     92,518
           Cash, restricted                                                                 100                       --
           Marketable securities                                                        175,288                  902,027
           Other current assets                                                          21,057                   24,252
                                                                                   ------------             ------------

                Total current assets                                                    245,151                1,018,797

Intangibles, net of accumulated amortization of $84,288 and $71,900                     189,888                  194,576

Property and Equipment, net of accumulated depreciation of $460,458 and $438,380         97,512                  120,328

Notes receivable and deposits                                                            62,242                   54,406
                                                                                   ------------             ------------
                                                                                   $    594,792             $  1,388,107
                                                                                   ============             ============

                 LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)

Current Liabilities
           Accounts payable                                                        $    172,571             $    165,546
           Accrued expenses                                                             412,775                  363,658
           Common stock subscribed                                                       30,000                       --
           Advances from shareholders                                                   160,690                  149,002
           Convertible debentures                                                        93,557                   88,574
                                                                                   ------------             ------------
                Total current liabilities                                               869,594                  766,780
                                                                                   ------------             ------------

Commitments and Contingencies

Stockholders' Equity (Deficit)
           Preferred stock, $0.001 par value, 10,000,000 shares authorized;
             no shares issued and outstanding                                                --                       --
           Common stock, $0.001 par value, 12,000,000,000 shares authorized;
             10,118,836,349 and 6,023,836,349 shares issued and
             10,079,951,349 and 6,003,226,349 shares outstanding                     10,118,836                6,023,836
           Treasury stock, at cost                                                      (20,344)                 (12,660)
           Additional paid in capital                                                13,257,001               16,326,251
           Accumulated other comprehensive income (loss)                                (73,532)                 164,789
           Deficit accumulated during the development stage                         (23,556,763)             (21,880,889)
                                                                                   ------------             ------------
                Total stockholders' equity (deficit)                                   (274,802)                 621,327
                                                                                   ------------             ------------
                                                                                   $    594,792             $  1,388,107
                                                                                   ============             ============
</TABLE>

F-1

<PAGE>

                        ADVANCED OPTICS ELECTRONICS, INC.
                          (A Development Stage Company)
                       CONSOLIDATED STATEMENTS OF EXPENSES
        Nine Months Ended September 30, 2006 and 2005 and For The Period
            From May 22, 1996 (Inception) Through September 30, 2006
                                   (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                    May 22, 1996
                                                                                                     (Inception)
                                                                                                       Through
                                                                                                     September 30,
                                                                   2006               2005               2006
                                                             ---------------    ---------------    ---------------
<S>                                                          <C>                <C>                <C>
OPERATING EXPENSES
      General and administrative                             $       994,033    $     1,431,715    $    14,661,177
      Research and development                                       385,027            361,342          2,911,331
      Professional fees                                              168,749             19,724            422,304
      Depreciation & amortization                                     35,204             39,301            213,411
      Licensing fees                                                  15,125             15,125             68,226
      Inventory write-off                                                 --                 --             29,293
      Asset impairment                                                    --                 --            592,884
      Loss on contract                                                    --                 --          2,255,944
                                                             ---------------    ---------------    ---------------
OPERATING LOSS                                                    (1,598,138)        (1,867,207)       (21,154,570)
                                                             ---------------    ---------------    ---------------

OTHER INCOME (EXPENSES)
      Interest income                                                  2,887              2,791             87,840
      Realized gain (loss) on marketable equity securities           (76,748)            21,177           (120,577)
      Other investment gains                                              --                 --             59,784
      Loss from investment in Biomoda, Inc.                               --                 --           (289,750)
      Gain (loss) on disposal of assets                                   --                 --             (3,520)
      Gain (loss) on settlement of debts                              16,064                 --           (540,024)
      Interest expense                                               (19,939)           (24,213)        (1,344,197)
      Other income                                                        --                 --                551
                                                             ---------------    ---------------    ---------------
                     Total other income (expenses)                   (77,736)              (245)        (2,149,893)
                                                             ---------------    ---------------    ---------------

NET LOSS BEFORE CUMULATIVE EFFECT OF CHANGE
IN ACCOUNTING PRINCIPLE & EXTRAORDINARY LOSS                      (1,675,874)        (1,867,452)       (23,304,463)

EXTRAORDINARY LOSS                                                        --                 --           (189,280)

CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING
PRINCIPLE                                                                 --                 --            (63,020)
                                                             ---------------    ---------------    ---------------
NET LOSS                                                          (1,675,874)        (1,867,452)       (23,556,763)

OTHER COMPREHENSIVE GAIN (LOSS)
      Unrealized gain (loss) on marketable securities               (238,321)           299,118            (73,532)
                                                             ---------------    ---------------    ---------------
COMPREHENSIVE LOSS                                           $    (1,914,195)   $    (1,568,334)   $   (23,630,295)
                                                             ===============    ===============    ===============

Basic and diluted net loss available to common shareholder   $         (0.00)   $         (0.00)
  per common share                                           ================   ===============

Basic and diluted weighted average common shares
  outstanding                                                  8,081,706,719      3,975,833,451
                                                             ===============    ===============
</TABLE>

F-2

<PAGE>

                        ADVANCED OPTICS ELECTRONICS, INC.
                          (A Development Stage Company)
                       CONSOLIDATED STATEMENTS OF EXPENSES
          For the Three Month Periods Ended September 30, 2006 and 2005
                                   (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                    2006               2005
                                                             ---------------    ---------------
<S>                                                          <C>                <C>
OPERATING EXPENSES
      General and administrative                             $       285,140    $       324,585
      Research and development                                       110,487            131,962
      Professional Fees                                               41,753              6,468
      Depreciation & amortization                                     11,541             14,032
      Licensing Fees                                                     125                125
                                                             ---------------    ---------------
OPERATING LOSS                                                      (449,046)          (477,172)
                                                             ---------------    ---------------
OTHER INCOME (EXPENSES)
      Interest income                                                  1,004              1,799
      Realized loss on marketable equity securities                 (112,413)            23,324
      Gain on settlement of debts                                         --            (10,122)
      Interest expense                                                (5,757)                --
                                                             ---------------    ---------------
                     Total other income (expenses)                  (117,166)            15,001
                                                             ---------------    ---------------
NET LOSS BEFORE CUMULATIVE EFFECT OF CHANGE
IN ACCOUNTING PRINCIPLE & EXTRAORDINARY LOSS                        (566,212)          (462,171)

EXTRAORDINARY LOSS                                                        --                 --

CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING
PRINCIPLE                                                                 --                 --
                                                             ---------------    ---------------
NET LOSS                                                            (566,212)          (462,171)

OTHER COMPREHENSIVE GAIN (LOSS)
      Unrealized gain (loss) on marketable securities                (16,979)          (390,806)

                                                             ---------------    ---------------
COMPREHENSIVE LOSS                                           $      (583,191)   $      (852,977)
                                                             ===============    ===============

Basic and diluted net loss available to common shareholder   $         (0.00)   $         (0.00)
per common share                                             ===============    ===============

Basic and diluted weighted average common shares
  outstanding                                                  8,912,965,979      4,609,096,349
                                                             ===============    ===============
</TABLE>

F-3

<PAGE>

                        ADVANCED OPTICS ELECTRONICS, INC.
                          (A Development Stage Company)
          CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) AND
    COMPREHENSIVE INCOME (LOSS) For The Period From May 22, 1996 (Inception)
                              Through June 30, 2006
                                   (Unaudited)

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

<TABLE>
<CAPTION>
                                                                    Preferred Stock                       Common Stock
                                                         ----------------------------------    ----------------------------------

                                                             Shares              Amount              Shares            Amount
                                                         ---------------    ---------------    ---------------    ---------------
<S>                                                      <C>                <C>                <C>                <C>
Balance at May 22, 1996 (Inception)                                   --    $            --                 --    $            --
Stock issued to incorporators for cash                                --                 --            500,000                500
Stock issued for the net assets of PLZ Tech, Inc.                     --                 --          4,500,000              4,500
Net loss                                                              --                 --                 --                 --
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1996                                            --                 --          5,000,000              5,000
Stock issued for cash and services                                    --                 --          2,281,212              2,281
Net loss                                                              --                 --                 --                 --
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1997                                            --                 --          7,281,212              7,281
Stock issued for cash                                                 --                 --         10,979,275             10,979
Stock issued for services                                             --                 --          2,751,000              2,751
Stock issued in exchange for note receivable                          --                 --            315,000                315
Purchase and retirement of treasury stock                             --                 --           (472,200)              (472)
Net loss                                                              --                 --                 --                 --
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1998                                            --                 --         20,854,287             20,854
Stock issued for cash                                                 --                 --          8,681,624              8,682
Stock issued for services                                             --                 --         17,094,313             17,094
Intrinsic value of beneficial conversion feature
   of notes payable                                                   --                 --                 --                 --
Fair value of warrants related to notes payable                       --                 --                 --                 --
Purchase and retirement of treasury stock                             --                 --           (489,251)              (489)
Purchase of treasury stock                                            --                 --                 --                 --
Sale of treasury stock                                                --                 --                 --                 --
Net loss                                                              --                 --                 --                 --
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1999                                            --                 --         46,140,973             46,141
Stock issued for cash                                                710                  1            782,000                782
Stock issued for services                                             --                 --          3,955,202              3,955
Purchase of treasury stock                                            --                 --                 --                 --
Sale of treasury stock                                                --                 --                 --                 --
Exercise of stock options for notes receivable                        --                 --          1,850,000              1,850
Amortization of discount of convertible preferred stock               --                 --                 --                 --
Exercise of preferred stock conversion feature                        --                 --          9,200,000              9,200
Issuance of convertible debentures                                    --                 --                 --                 --
Exchange of preferred stock for convertible debentures              (710)                (1)                --                 --
Intrinsic value of convertible debenture                              --                 --                 --                 --
De-investment in Wizard Technologies                                  --                 --                 --                 --
Net loss                                                              --                 --                 --                 --
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2000                                            --                 --         61,928,175             61,928
Stock issued for cash                                                 --                 --          1,382,778              1,383
Stock issued for services                                             --                 --         10,461,498             10,461
Purchase of treasury stock                                            --                 --                 --                 --
Amortization of discount on convertible debentures                    --                 --                 --                 --
Stock issued upon debt conversion                                     --                 --          7,064,886              7,065
Net loss                                                              --                 --                 --                 --
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2001                                            --                 --         80,837,337             80,837
Stock issued for cash                                                 --                 --        315,845,000            315,845
Stock issued for services                                             --                 --        115,768,000            115,768
Purchase of treasury stock                                            --                 --                 --                 --
Sale of treasury stock                                                --                 --                 --                 --
Exercise of stock options for notes receivable                        --                 --          1,100,000              1,100
Advances to officer                                                   --                 --                 --                 --
Reclass of accrued interest with note receivable                      --                 --                 --                 --
Stock issued upon debt conversion                                     --                 --         78,695,566             78,696
Retroactive application of equity method                              --                 --                 --                 --
  for investment in Biomoda, Inc.                                     --                 --                 --                 --
Net loss                                                              --                 --                 --                 --
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2002                                            --                 --        592,245,903            592,246
Stock issued for cash                                                 --                 --      1,477,760,000          1,477,760
Stock issued for services                                             --                 --        367,249,994            367,250
Purchase of treasury stock                                            --                 --                 --                 --
Sale of treasury stock                                                --                 --                 --                 --
Accrued interest on advances to officer                               --                 --                 --                 --
Cancellation of stock issued for note receivable                      --                 --         (2,950,000)            (2,950)
Stock issued upon debt conversion, including
   $67,000 of interest                                                --                 --        320,830,452            320,830
Gain on sale of available for sale securities                         --                 --                 --                 --
Net loss                                                              --                 --                 --                 --

Comprehensive loss
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2003                                            --                 --      2,755,136,349          2,755,136
Stock issued for cash                                                 --                 --        462,800,000            462,800
Stock issued for services                                             --                 --         47,200,000             47,200
Purchase of treasury stock                                            --                 --                 --                 --
Sale of treasury stock                                                --                 --                 --                 --
Stock issued upon debt conversion, including
   $166,240 of interest                                               --                 --        103,000,000            103,000
Unrealized gain (loss) on marketable securities                       --                 --                 --                 --
Net loss                                                              --                 --                 --                 --

Comprehensive loss
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2004                                            --                 --      3,368,136,349          3,368,136
Stock issued for cash                                                 --                 --      2,634,700,000          2,634,700
Purchase of treasury stock                                            --                 --                 --                 --
Sale of treasury stock                                                --                 --                 --                 --
Expense advances to officer, net of accrued interest                  --                 --                 --                 --
Stock issued upon debt conversion                                     --                 --         21,000,000             21,000
Unrealized gain (loss) on marketable securities                       --                 --                 --                 --
Net loss                                                              --                 --                 --                 --

Comprehensive loss
                                                         ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2005                                            --                 --      6,023,836,349          6,023,836
Stock issued for cash                                                 --                 --      4,030,000,000          4,030,000
Stock issued for services                                             --                 --         65,000,000             65,000
Purchase of treasury stock                                            --                 --                 --                 --
Unrealized gain (loss) on marketable securities                       --                 --                 --                 --
Net loss                                                              --                 --                 --                 --

Comprehensive loss
                                                         ---------------    ---------------    ---------------    ---------------
Balance, September 30, 2006                                           --    $            --     10,118,836,349    $    10,118,836
                                                         ===============    ===============    ===============    ===============
</TABLE>

<TABLE>
<CAPTION>
                                                                 Treasury Stock
                                                       ---------------------------------       Additional
                                                                                                 Paid In              N/R
                                                           Shares             Amount             Capital          Stockholder
                                                       ---------------    ---------------    ---------------    ---------------
<S>                                                    <C>                <C>                <C>                <C>
Balance at May 22, 1996 (Inception)                                 --    $            --    $            --    $            --
Stock issued to incorporators for cash                              --                 --             24,500                 --
Stock issued for the net assets of PLZ Tech, Inc.                   --                 --            281,096                 --
Net loss                                                            --                 --                 --                 --
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1996                                          --                 --            305,596                 --
Stock issued for cash and services                                  --                 --            362,720                 --
Net loss                                                            --                 --                 --                 --
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1997                                          --                 --            668,316                 --
Stock issued for cash                                               --                 --          1,281,728                 --
Stock issued for services                                           --                 --            293,719                 --
Stock issued in exchange for note receivable                        --                 --             28,685                 --
Purchase and retirement of treasury stock                           --                 --            (39,913)                --
Net loss                                                            --                 --                 --                 --
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1998                                          --                 --          2,232,535                 --
Stock issued for cash                                               --                 --            855,101                 --
Stock issued for services                                           --                 --          1,469,320                 --
Intrinsic value of beneficial conversion feature
   of notes payable                                                 --                 --            174,610                 --
Fair value of warrants related to notes payable                     --                 --            125,000                 --
Purchase and retirement of treasury stock                           --                 --            (10,643)                --
Purchase of treasury stock                                    (229,000)           (41,760)                --                 --
Sale of treasury stock                                          85,000             11,130             24,334                 --
Net loss                                                            --                 --                 --                 --
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 1999                                    (144,000)           (30,630)         4,870,257                 --
Stock issued for cash                                               --                 --          1,012,710                 --
Stock issued for services                                           --                 --          1,726,197                 --
Purchase of treasury stock                                     (63,500)           (46,486)                --                 --
Sale of treasury stock                                         142,400             22,542             54,771                 --
Exercise of stock options for notes receivable                      --                 --            220,150                 --
Amortization of discount of convertible preferred stock             --                 --            159,677           (193,427)
Exercise of preferred stock conversion feature                      --                 --            533,678                 --
Issuance of convertible debentures                                  --                 --            263,830                 --
Exchange of preferred stock for convertible debentures              --                 --           (869,678)                --
Intrinsic value of convertible debenture                            --                 --            227,898                 --
De-investment in Wizard Technologies                                --                 --            (59,583)                --
Net loss                                                            --                 --                 --                 --
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2000                                     (65,100)           (54,574)         8,139,907           (193,427)
Stock issued for cash                                               --                 --             66,844                 --
Stock issued for services                                           --                 --            412,284                 --
Purchase of treasury stock                                    (251,700)           (16,215)                --                 --
Amortization of discount on convertible debentures                  --                 --            143,875                 --
Stock issued upon debt conversion                                   --                 --            147,008                 --
Net loss                                                            --                 --                 --                 --
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2001                                    (316,800)           (70,789)         8,909,918           (193,427)
Stock issued for cash                                               --                 --            229,816                 --
Stock issued for services                                           --                 --            366,301                 --
Purchase of treasury stock                                  (1,400,000)            (8,732)                --                 --
Sale of treasury stock                                         507,800             72,887            (65,058)                --
Exercise of stock options for notes receivable                      --                 --             20,900            (22,000)
Advances to officer                                                 --                 --                 --            (34,300)
Reclass of accrued interest with note receivable                    --                 --                 --            (59,175)
Stock issued upon debt conversion                                   --                 --            348,324                 --
Retroactive application of equity method                            --                 --                 --                 --
  for investment in Biomoda, Inc.                                   --                 --                 --                 --
Net loss                                                            --                 --                 --                 --
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2002                                  (1,209,000)            (6,634)         9,810,201           (308,902)
Stock issued for cash                                               --                 --          4,553,055                 --
Stock issued for services                                           --                 --          1,464,845                 --
Purchase of treasury stock                                 (13,250,000)           (61,943)                --                 --
Sale of treasury stock                                       9,950,000             24,846             31,707                 --
Accrued interest on advances to officer                             --                 --                 --             (2,397)
Cancellation of stock issued for note receivable                    --                 --           (241,050)           244,000
Stock issued upon debt conversion, including
   $67,000 of interest                                              --                 --            337,563                 --
Gain on sale of available for sale securities                       --                 --                 --                 --
Net loss                                                            --                 --                 --                 --

Comprehensive loss
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2003                                  (4,509,000)           (43,731)        15,956,321            (67,299)
Stock issued for cash                                               --                 --            656,231                 --
Stock issued for services                                           --                 --            207,580                 --
Purchase of treasury stock                                  (9,800,000)           (41,724)                --                 --
Sale of treasury stock                                      14,100,000             48,260                 --                 --
Stock issued upon debt conversion, including
   $166,240 of interest                                             --                 --          1,022,790                 --
Unrealized gain (loss) on marketable securities                     --                 --                 --                 --
Net loss                                                            --                 --                 --                 --

Comprehensive loss
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2004                                    (209,000)           (37,195)        17,842,922            (67,299)
Stock issued for cash                                               --                 --         (1,487,526)                --
Purchase of treasury stock                                 (22,205,000)           (15,926)                --                 --
Sale of treasury stock                                       1,804,000             40,461            (39,267)                --
Expense advances to officer, net of accrued interest                --                 --                 --             67,299
Stock issued upon debt conversion                                   --                 --             10,122                 --
Unrealized gain (loss) on marketable securities                     --                 --                 --                 --
Net loss                                                            --                 --                 --                 --

Comprehensive loss
                                                       ---------------    ---------------    ---------------    ---------------
Balance, December 31, 2005                                 (20,610,000)           (12,660)        16,326,251                 --
Stock issued for cash                                               --                 --         (3,017,250)                --
Stock issued for services                                           --                 --            (52,000)                --
Purchase of treasury stock                                 (18,275,000)            (7,684)                --                 --
Unrealized gain (loss) on marketable securities                     --                 --                 --                 --
Net loss                                                            --                 --                 --                 --

Comprehensive loss
                                                       ---------------    ---------------    ---------------    ---------------
Balance, September 30, 2006                                (38,885,000)   $       (20,344)   $    13,257,001    $            --
                                                       ===============    ===============    ===============    ===============
</TABLE>

<TABLE>
<CAPTION>
                                                                               Deficit
                                                            Other           Accumulated            Total
                                                        Comprehensive        During the        Stockholders'
                                                            Income        Development Stage   equity (deficit)
                                                        ---------------    ---------------    ---------------
<S>                                                     <C>                <C>                <C>
Balance at May 22, 1996 (Inception)                     $            --    $            --    $            --
Stock issued to incorporators for cash                               --                 --             25,000
Stock issued for the net assets of PLZ Tech, Inc.                    --                 --            285,596
Net loss                                                             --            (76,902)           (76,902)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 1996                                           --            (76,902)           233,694
Stock issued for cash and services                                   --                 --            365,001
Net loss                                                             --            (84,690)           (84,690)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 1997                                           --           (161,592)           514,005
Stock issued for cash                                                --                 --          1,292,707
Stock issued for services                                            --                 --            296,470
Stock issued in exchange for note receivable                         --                 --             29,000
Purchase and retirement of treasury stock                            --                 --            (40,385)
Net loss                                                             --           (752,111)          (752,111)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 1998                                           --           (913,703)         1,339,686
Stock issued for cash                                                --                 --            863,783
Stock issued for services                                            --                 --          1,486,414
Intrinsic value of beneficial conversion feature
   of notes payable                                                  --                 --            174,610
Fair value of warrants related to notes payable                      --                 --            125,000
Purchase and retirement of treasury stock                            --                 --            (11,132)
Purchase of treasury stock                                           --                 --            (41,760)
Sale of treasury stock                                               --                 --             35,464
Net loss                                                             --         (2,765,862)        (2,765,862)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 1999                                           --         (3,679,565)         1,206,203
Stock issued for cash                                                --                 --          1,013,493
Stock issued for services                                            --                 --          1,730,152
Purchase of treasury stock                                           --                 --            (46,486)
Sale of treasury stock                                               --                 --             77,313
Exercise of stock options for notes receivable                       --                 --            222,000
Amortization of discount of convertible preferred stock              --                 --            (33,750)
Exercise of preferred stock conversion feature                       --                 --            542,878
Issuance of convertible debentures                                   --                 --            263,830
Exchange of preferred stock for convertible debentures               --                 --           (869,679)
Intrinsic value of convertible debenture                             --                 --            227,898
De-investment in Wizard Technologies                                 --                 --            (59,583)
Net loss                                                             --         (3,827,873)        (3,827,873)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 2000                                           --         (7,507,438)           446,396
Stock issued for cash                                                --                 --             68,227
Stock issued for services                                            --                 --            422,745
Purchase of treasury stock                                           --                 --            (16,215)
Amortization of discount on convertible debentures                   --                 --            143,875
Stock issued upon debt conversion                                    --                 --            154,073
Net loss                                                             --         (1,985,142)        (1,985,142)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 2001                                           --         (9,492,580)          (766,041)
Stock issued for cash                                                --                 --            545,661
Stock issued for services                                            --                 --            482,069
Purchase of treasury stock                                           --                 --             (8,732)
Sale of treasury stock                                               --                 --              7,829
Exercise of stock options for notes receivable                       --                 --                 --
Advances to officer                                                  --                 --            (34,300)
Reclass of accrued interest with note receivable                     --                 --            (59,175)
Stock issued upon debt conversion                                    --                 --            427,020
Retroactive application of equity method                             --                 --                 --
  for investment in Biomoda, Inc.                                    --            (97,674)           (97,674)
Net loss                                                             --         (1,285,830)        (1,285,830)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 2002                                           --        (10,876,084)          (789,173)
Stock issued for cash                                                --                 --          6,030,815
Stock issued for services                                            --                 --          1,832,095
Purchase of treasury stock                                           --                 --            (61,943)
Sale of treasury stock                                               --                 --             56,553
Accrued interest on advances to officer                              --                 --             (2,397)
Cancellation of stock issued for note receivable                     --                 --                 --
Stock issued upon debt conversion, including
   $67,000 of interest                                               --                 --            658,393
Gain on sale of available for sale securities                    17,449                 --             17,449
Net loss                                                             --         (3,900,959)        (3,900,959)
                                                                                              ---------------
Comprehensive loss                                                                                 (3,883,510)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 2003                                       17,449        (14,777,043)         3,840,833
Stock issued for cash                                                --                 --          1,119,031
Stock issued for services                                            --                 --            254,780
Purchase of treasury stock                                           --                 --            (41,724)
Sale of treasury stock                                               --                 --             48,260
Stock issued upon debt conversion, including
   $166,240 of interest                                              --                 --          1,125,790
Unrealized gain (loss) on marketable securities                 (27,140)                --            (27,140)
Net loss                                                             --         (5,048,067)        (5,048,067)
                                                                                              ---------------
Comprehensive loss                                                                                 (5,075,207)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 2004                                       (9,691)       (19,825,110)         1,271,763
Stock issued for cash                                                --                 --          1,147,174
Purchase of treasury stock                                           --                 --            (15,926)
Sale of treasury stock                                               --                 --              1,194
Expense advances to officer, net of accrued interest                 --                 --             67,299
Stock issued upon debt conversion                                    --                 --             31,122
Unrealized gain (loss) on marketable securities                 174,480                 --            174,480
Net loss                                                             --         (2,055,779)        (2,055,779)
                                                                                              ---------------
Comprehensive loss                                                                                 (1,881,299)
                                                        ---------------    ---------------    ---------------
Balance, December 31, 2005                                      164,789        (21,880,889)           621,327
Stock issued for cash                                                --                 --          1,012,750
Stock issued for services                                            --                 --             13,000
Purchase of treasury stock                                           --                 --             (7,684)
Unrealized gain (loss) on marketable securities                (238,321)                --           (238,321)
Net loss                                                             --         (1,675,874)        (1,675,874)
                                                                                              ---------------
Comprehensive loss                                                                                 (1,914,195)
                                                        ---------------    ---------------    ---------------
Balance, September 30, 2006                             $       (73,532)   $   (23,556,763)   $      (274,802)
                                                        ===============    ===============    ===============
</TABLE>

F-4

<PAGE>

                        ADVANCED OPTICS ELECTRONICS, INC.
                          (A Development Stage Company)
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
        NINE MONTHS ENDED SEPTEMBER 30, 2006 AND 2005 AND FOR THE PERIOD
            FROM MAY 22, 1996 (INCEPTION) THROUGH SEPTEMBER 30, 2006
                                  (Unaudited)
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                                                                                May 22, 1996
                                                                                                                 (Inception)
                                                                                                                   Through
                                                                                                                 September 30,
                                                                                      2006            2005           2006
                                                                                 ------------    ------------    ------------
<S>                                                                              <C>             <C>             <C>
Cash flows from operating activities:
     Net loss                                                                    $ (1,675,874)   $ (1,867,452)   $(23,556,763)
     Adjustments to reconcile net loss to net cash
       used in operating activities:
        Intrinsic value of conversion features                                             --              --         610,603
        Write off of organization costs/goodwill                                           --              --          63,020
        Extraordinary loss                                                                 --              --         189,280
        Inventory write off                                                                --              --          29,293
        Amortization of discount on convertible notes and
          preferred stock                                                                  --              --         295,209
        (Gain) loss on marketable securities                                           76,169         (21,177)        119,998
        Loss on disposal of assets                                                         --              --           3,520
        Loss on investment in Biomoda, Inc.                                                --              --         289,750
        Issuance of common stock for services                                          13,000              --       6,517,726
        Issuance of Biomoda common stock and options for services                      (3,967)             --         161,033
        Issuance of notes payable for services                                             --              --          50,000
        Exchange of investment securities for services                                163,350         275,428         316,778
        Increase in excess of costs and earnings over billings
        on uncompleted contract                                                            --              --      (2,050,000)
        Increase in allowance for loss on contract                                         --              --       2,050,000
        Loss (Gain) on extinguishment of debt                                              --              --         556,088
        Interest accrued on convertible debentures                                         --           2,495         317,985
        Interest earned on note receivable from stockholder and
          related parties                                                                  --              --         (17,823)
        Depreciation and amortization                                                  35,204          39,301         751,371
        Bad debt expense                                                                   --              --          15,000
        Asset impairment                                                                   --              --         592,884
        Other non-cash expenses                                                            --              --          34,923
        Expense advances to officer                                                        --              --          67,299
        Gain on forgiveness of debt to officer                                             --              --         (51,351)
     Changes in operating assets and liabilities:
        Decrease (Increase) in other current assets                                     3,195          (3,333)        (15,824)
        Decrease in inventory                                                              --              --         (35,293)
        (Decrease) Increase in accounts payable and accrued expenses                   61,126         146,911         298,286
                                                                                 ------------    ------------    ------------
     Net cash used in operating activities                                         (1,327,796)     (1,427,827)    (12,397,007)
                                                                                 ------------    ------------    ------------

Cash flows from investing activities:
     Purchases of property and equipment                                               (3,733)         (3,780)       (525,593)
     Additions to Patent, trademark and license fee, net of extraordinary gain             --         (41,460)       (114,878)
     Investment in restricted cash                                                       (100)             --            (100)
     Investment in GenoMed                                                                 --              --        (921,478)
     Proceeds from sale of GenoMed                                                    254,025          76,949         438,071
     Investment in Biomoda, Inc.                                                           --              --        (383,845)
     Proceeds from sale of Biomoda, Inc. stock                                             --              --          28,930
     Advances to Biomoda, Inc.                                                             --              --         (38,432)
     Advances from shareholders                                                            --              --          14,009
     Sale of marketable securities                                                         --              --         192,787
     Purchases of marketable securities                                                (5,126)             --        (650,460)
     Cash of variable entity on consolidation                                              --              --             155
     Increase in notes receivable                                                      (7,836)         (3,816)        (62,242)
     Purchase of other assets                                                              --              --        (245,579)
                                                                                 ------------    ------------    ------------
     Net cash provided by (used in) investing activities                              237,230          27,893      (2,268,655)
                                                                                 ------------    ------------    ------------

Cash flows from financing activities:
     Principal repayments on notes payable and capital leases                              --         (25,000)       (308,346)
     Proceeds from notes payable                                                           --              --         622,776
     Issuance of common stock for cash                                              1,012,750         935,000      13,483,641
     Issuance of Biomoda common stock for cash                                             --              --          60,000
     Advances from Biomoda stockholders                                                11,688              --          11,688
     (Increase) decrease in note receivable stockholder                                    --          11,695          (5,422)
     Proceeds from sale of treasury stock                                                  --           1,195         226,613
     Purchase of treasury stock                                                        (7,684)         (3,266)       (281,987)
     Proceeds from issuance of convertible debt                                            --              --       1,270,965
     Principal repayments on convertible debt                                              --              --        (395,560)
     Increase in common stock subscribed                                               30,000              --          30,000
                                                                                 ------------    ------------    ------------
     Net cash provided by financing activities                                      1,046,754         919,624      14,714,368
                                                                                 ------------    ------------    ------------

Net (decrease) increase in cash                                                       (43,812)       (480,310)         48,706

Cash at beginning of period                                                            92,518         612,652              --
                                                                                 ------------    ------------    ------------
Cash at end of period                                                            $     48,706    $    132,342    $     48,706
                                                                                 ============    ============    ============

Supplemental disclosure of cash flow information - Cash paid
   during the year for:
        Interest                                                                 $         --    $         --
                                                                                 ============    ============
        Income taxes                                                             $         --    $         --
                                                                                 ============    ============
Non-cash transactions:
     Unrealized gain (loss) on marketable securities                             $   (238,321)   $    174,480
</TABLE>

F-5

<PAGE>

--------------------------------------------------------------------------------
                        ADVANCED OPTICS ELECTRONICS, INC.
                          (A Development Stage Company)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

1.      BASIS OF PRESENTATION:

The management of Advanced Optics  Electronics,  Inc. ("ADOT") without audit has
prepared the condensed  consolidated  financial  statements included herein. The
accompanying  unaudited condensed  consolidated  financial  statements have been
prepared in accordance  with  accounting  principles  generally  accepted in the
United States of America for interim financial information.  Certain information
and note disclosures  normally included in the financial  statements prepared in
accordance with accounting principles generally accepted in the United States of
America  have been  omitted.  In the  opinion  of  management,  all  adjustments
considered necessary for fair presentation of the condensed financial statements
have been included and were of a normal recurring  nature,  and the accompanying
condensed   consolidated  financial  statements  present  fairly  the  financial
position as of September 30, 2006,  the results of operations  for the three and
nine month periods and cash flows for the nine month periods ended September 30,
2006 and 2005.

It is suggested that these condensed financial statements be read in conjunction
with the audited financial  statements and notes for the year ended December 31,
2005,  included in ADOT's Form 10-KSB  filed with the  Securities  and  Exchange
Commission.  The interim results are not  necessarily  indicative of the results
for a full year.

2.      DEVELOPMENTAL STAGE AND GOING CONCERN

ADOT has been in the development  stage since  Inception,  and has not generated
any revenues from operations and there is no assurance of any future revenues.

The accompanying  consolidated  financial statements have been prepared assuming
ADOT will continue as a going concern,  which contemplates,  among other things,
the  realization of assets and  satisfaction of liabilities in the normal course
of  business.  As of  September  30,  2006,  ADOT  has  accumulated  deficit  of
$23,556,763.  ADOT's  total  liabilities  exceeded the total assets by $274,802.
These factors,  among others,  raise  substantial  doubt about ADOT's ability to
continue as a going concern.

ADOT may require  additional  funding for continuing  research and  development,
obtaining  acceptance in the market place and for the  commercialization  of its
product.  There can be no assurance that ADOT will be able to obtain  sufficient
additional  funds  when  needed,  or that  such  funds,  if  available,  will be
obtainable on terms satisfactory to ADOT.

Management  plans to  obtain  revenues  from  product  sales,  but  there are no
significant  commitments for purchases of any of the proposed  products.  In the
absence of  significant  sales and  profits,  ADOT may seek to raise  additional
funds to match its working capital  requirements through the additional sales of
debt and  equity  securities.  There is no  assurance  that ADOT will be able to
obtain  sufficient  additional  funds  when  needed,  although  such  funds,  if
available,  will be obtainable on terms  satisfactory  to ADOT.  The  successful
outcome of future  activities  cannot be determined at this time and there is no
assurance  that if  achieved,  ADOT will have  sufficient  funds to execute  its
intended business plan or generate positive operating results.

F-6

<PAGE>


--------------------------------------------------------------------------------
                        ADVANCED OPTICS ELECTRONICS, INC.
                          (A Development Stage Company)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

3.      MARKETABLE SECURITIES

ADOT classifies its investments in marketable securities as "available-for sale"
in accordance with the provisions of Statement of Financial Accounting Standards
No. 115,  "Accounting  for Certain  Investments  in Debt and Equity  Securities"
(SFAS 115). ADOT does not have any investments  classified as "trading" or "held
to maturity".

On January 8, 2004,  ADOT entered into a Stock Sale Agreement (the  "Agreement")
with GenoMed,  Inc., a Florida  corporation  ("GenoMed")  whereby ADOT purchased
approximately  33,300,000  shares of  restricted  common  stock of  GenoMed  for
$900,000  in cash,  representing  approximately  17.9% of the total  outstanding
shares of GenoMed  immediately  after the execution of the  Agreement.  ADOT has
accounted  for this  investment  under the cost  method  as it  cannot  exercise
significant  influence over the operating and financial policies of GenoMed.  As
of January and  February,  2005,  these shares  become free trading  shares.  At
September 30, 2006,  ADOT held  9,156,821 of these shares.  Of these,  6,400,000
shares were held as  collateral  securing  payment of a  settlement.  See note 9
below.

Following is a summary of marketable securities classified as available for sale
as of September 30, 2006 and December 31, 2005:

<TABLE>
<CAPTION>
                                                                                    UNREALIZED
                                          COST BASIS          FAIR VALUE            GAIN (LOSS)
                                       ----------------    -----------------    ------------------
<S>                                    <C>                <C>                   <C>
At September 30, 2006:
Marketable securities-Common stock      $  248,820          $  175,288             $  (73,532)

At December 31, 2005:
Marketable securities-Common stock      $  737,238          $  902,027             $  164,789

</TABLE>

Available-for-sale  securities  consist of securities in GenoMed and are carried
at fair  value  with  the  unrealized  gain or  loss,  net of tax,  reported  in
accumulated other comprehensive  income. The fair value of marketable securities
was determined  based on available  market  information.  During the nine months
ended September 30, 2006, ADOT  transferred  4,950,000 shares valued at $163,350
to consultants in exchange for services.

4.      STOCK BASED COMPENSATION

On January 1, 2006 ADOT adopted SFAS No. 123(R),  "Share-Based  Payment"  ("SFAS
123(R)").  SFAS 123(R)  replaced SFAS No. 123 and supersedes APB Opinion No. 25.
SFAS 123(R) requires all share-based payments to employees,  including grants of
employee stock options,  to be recognized in the financial  statements  based on
their fair values. The pro forma disclosures previously permitted under SFAS 123
are no longer an alternative to financial  statement  recognition.  However,  at
September 30, 2006,  there were no instruments  remaining  which were subject to
the pronouncement.

5.      VARIABLE INTEREST ENTITY - BIOMODA, INC.

At  September  30,  2006,  ADOT owned  approximately  1,192,000 or 16.59% of the
7,187,282 outstanding shares of Biomoda,  Inc. ("Biomoda"),  a development stage
company  involved in the  development of technology  for the early  detection of
lung  cancer.  In  addition,  two of  ADOT's  officers  own  approximately  12%,
collectively,  of Biomoda's  outstanding shares.  Further, ADOT subleases office
space and lab equipment to Biomoda and two of ADOT's  officers are also officers
of Biomoda.  Finally,  ADOT has been the sole source of funding to Biomoda since
2002  through  advances  made under a line of credit  agreement.  Such  advances
totaled  $1,862,660 at September 30, 2006 and ADOT has recorded  interest income
on advances of $161,766.  These amounts have been  eliminated in  consolidation.
ADOT is considered  the primary  beneficiary as it stands to absorb the majority
of the VIE's expected  losses.  Since Biomoda and ADOT are  considered  entities
under common  control,  ADOT measures the assets and  liabilities  of Biomoda at
their carrying amounts in consolidation.

F-7

<PAGE>

--------------------------------------------------------------------------------
                        ADVANCED OPTICS ELECTRONICS, INC.
                          (A Development Stage Company)
              NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

As of September 30, 2006, ADOT has consolidated  Biomoda's balance sheet and its
results  of the  operations  for the  quarter  then  ended  in the  accompanying
financial statements. Biomoda has a stockholders' deficit at September 30, 2006.
General  creditors  of Biomoda have no recourse  against  ADOT.  From  inception
through September 30, 2006, Biomoda has generated no revenues.

In 2006,  Biomoda  anticipates  being  able to raise its own funds in the public
equity market. In this case,  Biomoda may be able to sustain its own operations,
repay its obligation to ADOT, and hire its own officers.  In such case, ADOT may
no longer be considered the primary  beneficiary  and the results of Biomoda may
be deconsolidated.  There can be no assurance that Biomoda will be able to raise
sufficient funds to repay its obligation to ADOT and become  self-sustaining  in
its operations.

6.      RELATED PARTY TRANSACTIONS

As of September 30, 2006, ADOT had advances of approximately $161,000 payable to
two of its  stockholders.  Such advances  historically  bore interest at 10% per
annum. Interest expense was approximately  $12,000,  $12,000 and $94,000 for the
six month  periods  ended  September  30,  2006 and 2005 and for the period from
inception through September 30, 2006, respectively.

7.      STOCKHOLDERS' EQUITY

Common Stock
------------

During the nine months  ended  September  30,  2006,  ADOT issued  4,030,000,000
shares of common stock for cash of $1,012,750  and issued  65,000,000  shares of
common stock for services,  which were valued at approximately $13,000 (based on
the closing market price on the date of grant,  which  approximated  $0.0002 per
share). ADOT recorded such amounts in the accompanying  statement of operations.
There  were no stock  options  granted  during  the  nine  month  periods  ended
September 30, 2006 and 2005.

8.      SEGMENTS

ADOT  has two  reportable  segments  consisting  of (1)  producing  and  selling
large-scale flat panel displays for outdoor advertising billboards and its color
identifier for the vision impaired;  (2) early cancer detection technology.  The
accounting  policies  of the  segments  are the same as those  described  in the
summary of significant accounting policies.

The following is information for ADOT's reportable  segments for the nine months
ended September 30 (in thousands):

<TABLE>
<CAPTION>

                                             2006                                               2005
                        ------------------------------------------------      -----------------------------------------
<S>                     <C>           <C>         <C>              <C>        <C>       <C>         <C>            <C>
                        ADOT          Biomoda     Unallocated      Total       ADOT     Biomoda     Unallocated    Total
Revenue                 $  -           $   -          $   -       $    -      $    -     $   -         $   -      $    -
Loss on Operations       931             667              -        1,598       1,520       377             -       1,867
Depreciation
    and amortization      20              15              -           35          24        15             -          39
Interest expense           5              76              -           20           3        64             -          40
Capital expenditure        -               -              -            -           4        41             -          45
Net Loss                $949            $727          $   -       $1,676      $1,520     $ 441         $   -      $1,867

</TABLE>

F-8

<PAGE>

9.      SETTLEMENT OF CLAIM

ADOT joined Biomoda and settled a lawsuit that they and two other plaintiffs had
filed against a former employee of Biomoda.  A gain of $16,064 was the result of
a settlement of a declaratory action filed in 2005 by Biomoda,  as plaintiff and
others against a former employee of Biomoda. A settlement in June, 2006 required
the defendant and the defendant's  spouse to transfer 60,000 shares of Biomoda's
common stock to Biomoda.  The settlement  also required that the former employee
accept  $80,000 out of $96,064  that had been accrued for the  defendant  former
employee. At October 2, the remaining balance to be paid to the defendant former
employee was $40,000, payable $10,000 per month without interest.

In order to enable Biomoda to achieve this non-recurring gain and acquire 60,000
of its shares for $50,000,  ADOT allowed 6,400,000 shares of GenoMed,  Inc. that
ADOT holds as an  investment  to be held by ADOT's  attorneys as  collateral  to
secure the payment of the remaining balance of the settlement.

10.    SUBSEQUENT EVENTS

On October 30, 2006,  ADOT  increased the number of authorized  common shares to
12,000,000,000 shares.

From October 1, 2006 through November 14, 2006, 1,040,000,000 shares were issued
for cash in the amount of approximately $136,500.

On October 23,  2006,  Biomoda  issued  1,806,471  shares of its common stock to
convert $1,535,500 of debt to ADOT.

F-9

<PAGE>

     ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATIONS

Forward - Looking Statements
----------------------------

This Quarterly  Report contains  forward-looking  statements about the business,
financial  condition and prospects of the Company that reflect  assumptions made
by management and management's beliefs based on information  currently available
to it. The Company can give no assurance that the expectations indicated by such
forward-looking  statements will be realized. If any of management's assumptions
should prove incorrect, or if any of the risks and uncertainties underlying such
expectations  should  materialize,  the  Company's  actual  results  may  differ
materially from those indicated by the forward-looking statements.

The key factors  that are not within the  Company's  control and that may have a
direct  bearing  on  operating  results  include,  but are not  limited  to, the
acceptance by customers of the  Company's  products,  the  Company's  ability to
develop  new  products  cost-effectively,  the  ability of the  Company to raise
capital in the future, the development by competitors of products using improved
or alternative  technology,  the retention of key employees and general economic
conditions.

There may be other risks and circumstances that management is unable to predict.
When  used in this  Quarterly  Report,  words  such as,  "believes,"  "expects,"
"intends,"  "plans,"  "anticipates"  "estimates"  and  similar  expressions  are
intended to identify forward-looking  statements,  although there may be certain
forward-looking   statements   not   accompanied   by  such   expressions.   All
forward-looking statements are intended to be covered by the safe harbor created
by Section 27A of the  Securities  Act of 1933, as amended and by Section 21E of
the Securities Exchange Act of 1934, as amended.

                                    OVERVIEW

General
-------

Advanced  Optics  Electronics,  Inc.  (the  "Company",  "us",  "we",  or "ADOT")
(ADOT-OTC BB)was organized as a Nevada  corporation on May 22, 1996. On November
7, 1996,  the Company  acquired the  business and patents of PLZTech,  a company
involved in the development of flat panel displays.

                                        2

<PAGE>

Company Overview
----------------

We are a developmental  stage  technology  company with our primary focus on the
development,  production and sales of our large-scale flat panel displays, which
utilize our technology.  We are currently continuing our research,  development,
prototyping, and manufacturing of our products and the underlying technology. We
are in the process of making the transition from a  developmental  stage company
to producing  and selling our product  line.  We plan to focus on producing  and
selling  our  large-scale  flat  panel  displays  for  the  outdoor  advertising
billboard industry.  In addition,  there are other markets and applications that
represent opportunities for additional sources of business, and we are beginning
to explore these markets and applications,  such as e-cinema,  lighting sources,
stadium and sports applications and systems, control and status monitoring.

Our goal is to create a product line based on  technology  that is scalable both
in terms of size and resolution to meet a wide range of requirements  related to
site,  economics and use from our potential  customers.  We are also planning to
develop a leasing program and an Owned & Operated group.

THE MAJOR ADVANTAGES AND FEATURES OF THE DISPLAY ARE:

     o    Brightest display ever available (35,000 nits)
     o    Widest viewing angle available
     o    Smallest dot pitch available for outdoor large-scale displays (8 mm
          dot pitch)
     o    High definition picture quality
     o    Modular assembly (1 meter increments) for scaleable and shapeable
          architectures
     o    True Color (24 bit)
     o    Full motion video (up to 120 frames per second)
     o    Transportable for mobile operations
     o    Weather resistant for outdoor applications
     o    Modest power requirements
     o    Minimum 5 year continual use lifetime
     o    Real-time live video feeds
     o    Broadcast/simulcast applications
     o    Supports streaming video
     o    Uses  industry  standard  DVI protocol for high speed data linking and
          digital video interfacing
     o    Satellite linkable

PROPRIETARY BILLBOARD SOFTWARE CAPABILITIES ARE:

     o    Manage and update display content remotely
     o    Works with all image file formats and digital video editors
     o    Secure Internet or WAN communications
     o    WEB-based status monitoring
     o    Provides time, temperature and other dynamic content inserts

Our  operating  activities  have related  primarily to the initial  planning and
development  of our  product  . We have  completed,  tested,  and  measured  the
performance of our prototype and are in the development of our production model.

Because of the lack of  anticipated  revenues  in 2006,  the  Company  has taken
excess cash funds and invested  these in what they deem to be sound  investments
that may  produce  additional  funds and gains to the  Company in 2006 and 2007.
These funds and gains would then be used for additional product  development and
administrative  expenses in the initial  production stage of the product.  These
investments  include  marketable  securities  of other  companies  including the
bio-medical companies Biomoda and GenoMed.


Our operating expenses have increased significantly since our inception. This is
due to increased  engineering and management  staff and investments in operating
infrastructure.  Since our inception we have incurred significant losses and, as
of September 30, 2006, had a deficit accumulated during the development stage of
$23,556,763.

                                       3

<PAGE>

Biomoda, Inc.
-------------

Beginning  with the 2004  10-KSB,  the Company has  consolidated  the  financial
statements of Advanced Optics Electronics, Inc. with the financial statements of
Biomoda, Inc. This has been done in order to comply with FIN 46, a pronouncement
by Financial  Accounting  Standards Board,  that became  effective  December 15,
2004. The nature of Biomoda's  business is substantially  different from that of
Advanced  Optics  Electronics,  Inc.. The following is a discussion of Biomoda's
results of operations, financial condition and liquidity. More information about
Biomoda is available in Biomoda's  2004 10-KSB which is accessible  from the SEC
website. The SEC website  (http://www.sec.gov)  contains reports and information
statements and other information regarding Biomoda and other companies that file
materials with the SEC electronically.

Biomoda's  initial  product is a  diagnostic  test for lung  cancer that will be
performed by using a sputum sample from the patient.  This test does not require
any invasive  sample  taking.  The sample will be sent to a clinical lab where a
procedure  will be performed to determine the presence,  or lack, of lung cancer
or precancerous  cells.  This diagnostic test can be used for other cell samples
and Biomoda  intends to create and market  products  to diagnose  and screen for
other prevalent cancers such as cervical, bladder, and colorectal. This has been
determined   on  the  basis  of   available   healthcare   delivery   and  payer
infrastructure.  Japan is leading  the world in this area and has  instituted  a
nationwide lung cancer-screening program.

Management  of Biomoda  expects to continue  assay  validation  work and seek to
register its product with the FDA in 2006.  There are several  business  models,
product types and regulatory routes that Biomoda is evaluating  including:  ASR,
510K, PMA and IVD kits: ASR: This is the FDA  designation  for Analyte  Specific
Reagent.  There  are  generally  two  classes:  Class I & Class  II.  Class I is
considered  to the  lowest  risk.  Biomoda's  ASR  product is a Class I and only
requires registration and meeting the FDA standards. This product is viewed as a
component for an assay developed in-house by Medical Reference Laboratories.

510K:  This is the FDA  designation for approvals that are based on "Substantial
Equivalence"  with previously  approved products and does require approval prior
to marketing. There are generally three classes: Class I, Class II, & Class III.
Depending on the indication  established  with the FDA,  Biomoda's  product will
either be Class I or Class II, if Biomoda  proceeds  with this product  approval
route.  This  product  will be a kit  developed  to  determine  the  presence of
abnormal cells in a body fluid sample.

PMA: This is the FDA designation  for approvals for new product  indications (no
Substantial Equivalence) and does require approval prior to marketing. There are
generally  two  classes:  Class II, & Class III. If Biomoda  proceeds  with this
approval route, Biomoda's expects this product to be Class III due to indication
of diagnostic for a specific cancer.

IVD: This is an industry  designation for In Vitro  Diagnostic.  Products in the
industry  are either  reagents or kits.  Kits would  include the key  components
required to conduct the assay for the specific  indication stated in the package
insert.  Reagents are single  components used in assays developed by a Reference
Labs.  The lab  will be  required  to have met the FDA  CLIA  (current  Clinical
Laboratory  Improvement  Act)  regulations  to market a  diagnostic.  Biomoda is
evaluating several cancers with a focus on large markets that are in need of the
most immediate  diagnostic support.  These include:  lung, bladder and cervical.
Our products are subject to FDA  registration  or approval and to  post-approval
FDA reporting requirements.

                                        4

<PAGE>

Costs in complying with regulatory and legislative  matters such as the Clinical
Laboratory Improvement Amendment of 1988 (CLIA), which regulates the quality and
reliability of medical testing in the U.S.,  adverse changes in zoning laws, tax
laws, or other laws affecting the medical and  diagnostic  industry may prove to
be a major  obstacle,  both in respect of time and costs,  in our  research  and
development.

The timing of  regulatory  filings  and  approvals,  if any,  for the  Company's
products are made less certain by the Company's  strategy of seeking one or more
collaborative  arrangements with development and marketing  partners,  which may
require that a  collaborative  partner be responsible  for seeking and obtaining
regulatory  approvals either in foreign countries or in the U.S. Biomoda intends
to market its  products  throughout  the world.  There are  numerous  regulatory
agencies that  regulate the sale of diagnostic  and  therapeutic  products,  and
these  agencies may be affected or influenced by criteria  materially  different
than those of the FDA. The sale of Biomoda's products may be materially affected
by the policies of these  regulatory  agencies or the  domestic  politics of the
countries  involved.  Biomoda  has not  applied  for and  does  not now have the
approval  of any  foreign  country  to  sell  its  products  for  diagnostic  or
therapeutic use.

Class I/II 510K can be completed as judged appropriate for the business and will
require  approximately 6 to 9 months effort to prepare documentation and receive
FDA  approval.  During that time kit  manufacturing  can be  initiated.  Partial
funding will be provided from reagent sales revenue.

PMA will require  clinical studies to be completed and will be initiated when it
is viewed as appropriate for the business.  This will require on the order of 18
months to plan, execute, and document. During that time kit manufacturing can be
initiated.

Biomoda's  current  intention  regarding  regulatory  strategy,  is to  initiate
product  introductions  via an ASR registration  and potentially  migrate up the
regulatory spectrum as markets dictate.

RESULTS OF OPERATIONS

There are no explicit plans to hire additional  personnel at this time but, from
time to time, the Company expects to hire additional personnel in order to carry
out its business strategy.

Comparison of the Periods Ended September 30, 2006 and 2005
-------------------------------------------------------------------

Research  and  development   expenses  consist   primarily  of  consulting  fees
associated  with the  development  and  enhancement of our flat panel  displays.
These  expenses  increased to $385,027 in the nine month period ended  September
30, 2006 from  $361,342  and  decreased to $110,487  from  $131,962 in the third
quarter for the same periods in 2005. This  significant  change is the result of
increased personnel and outside consulting costs for Biomoda.

Continued  investment  in product  development  is  critical  to  attaining  our
strategic  objectives  and, as such, we expect product  development  expenses to
increase  significantly in future periods.  We expense product development costs
as they are incurred.

                                        5

<PAGE>

General  and  administrative   expenses  consist  of  expenses  for  facilities,
professional services,  travel,  general corporate activities,  and depreciation
and   amortization  of  equipment  and  leasehold   improvements.   General  and
administrative  costs  decreased  to $285,140 in the third  quarter of 2006 from
$324,585 and to $994,033  from  $1,431,715  year to date in the prior year.  The
primary reason for the decrease is  significantly  lower  shareholder  relations
expense. The costs associated with being a publicly traded company and potential
future strategic acquisitions will also be a contributing factor to increases in
this expense.

Biomoda, Inc.
-------------

Biomoda,  Inc. is relying on a bridge financing arrangement with Advanced Optics
Electronics,  Inc.  Biomoda  is  currently  leasing  Laboratory  equipment  from
Advanced  Optics  Electronics,  Inc.  on a month to month  basis and  intends to
purchase this equipment when adequate funds are raised.

Biomoda has recorded no revenue from its inception  through  September 30, 2006.
The accumulated deficit is $3,828,587.  In 2006, the net loss for the nine month
period ended  September 30 was $727,342  compared to $440,972 in 2005.  The loss
from  operations was $666,947 in 2006 and $377,264 in 2005.  Most of its expense
is  related  to  product  development.   Product  development  expenses  consist
primarily of personnel  expenses,  consulting  fees and lab  expenses.  Research
development  and  technical  costs were  $369,602 in 2006 and  $229,691 in 2005.
Biomoda believes,  however,  that continued investment in product development is
critical to attaining its strategic objectives and, as a result,  expect product
development  expenses  to  increase  significantly  in future  periods.  Biomoda
expenses product development costs as they are incurred.

General and  administrative  expenses  consist of  expenses  for  executive  and
administrative personnel, facilities,  professional services, travel and general
corporate activities. General and administrative costs were $166,581 in 2006 and
$97,499 in 2005. Biomoda expects general and administrative costs to increase in
the future as its business matures and develops.

LIQUIDITY AND CAPITAL RESOURCES

Since  inception,  we have funded our operations  primarily  through the private
placement of equity securities and the issuance of convertible debentures. As of
September  30,  2006,  we  have  raised  such  net  proceeds  of   approximately
$23,000,000.

The Company's holding in Biomoda may provide additional liquidity. The Company's
direct ownership of Biomoda, as of September 30, 2006 was approximately  16.59%.
Two officers of ADOT are also  securities  holders of Biomoda in addition to the
ADOT ownership.  It is anticipated that a public market for Biomoda's securities
will be established in early 2007. Because a market for Biomoda's shares has not
been  established,  the potential  value of the Company's  investment  cannot be
measured.  Consequently,  there can be no assurance  that if the Company were to
sell such  investment that it would be able to on terms favorable to the Company
or for the initial  offering  price.  Factors such as dilution,  and a lack of a
market may be encountered.

The  Company's  relationship  to its  investment in Biomoda  changed  during the
second quarter of 2002. There is now an active  leadership role in Biomoda being
provided  by John  Cousins  and Leslie  Robins,  officers  of the  Company.  The
consolidated financial statements include the accounts of Biomoda and its wholly
owned subsidiary,  Biomoda Holdings, Inc. All significant inter-company accounts
and transactions have been eliminated in consolidation.

During the first nine months of 2004, we purchased 33,300,000  restricted shares
under Rule 144 of GenoMed,  Inc., which represented  approximately  17.6% of the
outstanding  shares of GenoMed,  Inc. At September  30,  2006,  the Company held
9,156,821  shares,  of which 6,400,000  shares were held as collateral to secure
payment by the Company of its  obligation  pursuant to an  agreement to settle a
claim.  GenoMed is a publicly  traded biotech  company working in genomics based
disease management.

The  investment  in GenoMed  was made as an interim  cash  management  decision.
Management's  opinion  is that  the  investment  represented  the  potential  to

                                        6

<PAGE>

increase the resources the Company has to fund ongoing  operations.  The Company
made this decision  based on its  determination  that GenoMed has very promising
technology and prospects.  The company  intends to liquidate its investment over
time in order to fund its core operations.

GenoMed uses medical genomics to improve patient outcomes. GenoMed is working to
translate  knowledge  of  medical  genomics--the  study  of  which  genes  cause
disease--into clinical practice.

Research and development  expenditures were approximately  $385,000 in the first
nine months of 2006. Funds for operations,  research and development and capital
expenditures were provided from the sale of securities and cash reserves.

Marketable Securities Portfolio
-------------------------------

As of September  30, 2006,  the Company had a  marketable  securities  portfolio
valued at $175,288. The Company is actively pursuing potential financing options
as it looks to secure  additional  funds to both stabilize and grow its business
operations.  Management  will review any  financing  options at its disposal and
will judge each potential source of funds on its individual merits. There can be
no assurance that the Company will be able to secure  additional funds from debt
or equity  financing,  or if it can,  that it will be on terms  favorable to the
Company or existing stockholders.

There are no expected purchases or sales of significant equipment.

Management  believes  that  inflation  has  not  had a  material  effect  on the
Company's results of operations.

Biomoda, Inc.
------------

Biomoda's total assets are $227,735 at September 30, 2006. Of this,  $217,638 is
patent costs,  net of accumulated  amortization  of $84,288.  Its liabilities of
$2,689,593  primarily  consist of its debt to Advanced  Optics of $2,034,426 and
payables  and  accrued  liabilities  of  $464,476.  Stockholders'  deficit as of
September 30, 2006 is $3,828,587.

Since  inception,  Biomoda  has  funded  operations  primarily  through  private
placement  of equity  securities  to third  parties  and to ADOT and loans  from
Advanced  Optics  Electronics,  Inc. As of September  30, 2006 it had raised net
proceeds of  approximately  $3,410,000,  of which  approximately  $2,034,000 was
loaned by ADOT. On May 1, 2002,  Biomoda entered into a line of credit agreement
(the "Agreement") with Advanced Optics Electronics,  Inc., an affiliated entity,
("Advanced  Optics")  with an  annual  interest  rate of 5%.  On May 1, 2003 the
agreement was extended.

Biomoda  had cash flows of $10 for the nine  months  ended  September  30,  2006
resulting from $571,748 used in Biomoda's operating  activities,  $3,833 used in
investing activities and $575,591 of cash provided by financing activities. Cash
used in operating  activities  for the nine months ended  September 30, 2006 was
primarily due to $666,947 in operating  expenses,  of which  $166,581 is General
and  Administrative,  $369,602  is  Research  and  Development  and  $101,035 is
professional  fees.  Cash provided by financing  activities for the three months
was due primarily to the proceeds from a line of credit from Advanced Optics

Biomoda has been in the development  stage since it began  operations on January
3, 1990 and has not  generated  any  revenues  from  operations  and there is no
assurance  of any  future  revenues.  As of  September  30,  2006,  Biomoda  had
accumulated deficit of approximately $3,829,000 and a working capital deficit of
approximately  $2,686,000.  In addition,  Biomoda did not generate any cash from
operations and had no cash reserve dedicated to fund expenditures. These factors
create an uncertainty as to Biomoda's ability to continue as a going concern.

                                        7

<PAGE>

ITEM 3. CONTROLS AND PROCEDURES

EVALUATION OF CONTROLS AND PROCEDURES

Under the supervision and with the  participation  of our management,  including
our Chief  Executive  Officer ("CEO") and Chief Financial  Officer  ("CFO"),  we
evaluated  the  effectiveness  of the design  and  operation  of our  disclosure
controls  and  procedures  (as defined in Rule  13a-15(e)  and  15d-15(e) of the
Exchange  Act as of the end of the period  covered by this  report).  Based upon
that  evaluation,  the CEO and  CFO  concluded  that  the  Company's  disclosure
controls and procedures were effective.

Changes in Controls and Procedures

There were no significant  changes made in our internal  controls over financial
reporting  during the nine months ended  September 30, 2006 that have materially
affected or are  reasonably  likely to  materially  affect these  controls.  The
Company,  however,  is  evaluating  changes to its  existing  controls or adding
controls to improve the design effectiveness of its system.

Limitations on the Effectiveness of Internal Control

The Company's management, including the CEO, does not expect that our disclosure
controls and procedures or our internal  control over  financial  reporting will
necessarily  prevent all fraud and material errors.  An internal control system,
no matter how well  conceived and  operated,  can provide only  reasonable,  not
absolute,  assurance that the objectives of the control system are met. Further,
the design of a control  system must  reflect  the fact that there are  resource
constraints,  and the benefits of controls must be considered  relative to their
costs.  Because of the inherent  limitations on all internal control systems, no
evaluation of controls can provide  absolute  assurance  that all control issues
and instances of fraud,  if any,  within the Company have been  detected.  These
inherent limitations include the realities that judgments in decision-making can
be faulty,  and that  breakdowns  can occur  because of simple error or mistake.
Additionally,  controls  can be  circumvented  by the  individual  acts  of some
persons,  by collusion of two or more people,  and/or by management  override of
the control.  The design of any system of internal control is also based in part
upon certain assumptions about the likelihood of future events, and there can be
no assurance  that any design will  succeed in achieving  its stated goals under
all  potential  future  conditions.  Over time,  controls may become  inadequate
because of changes in  circumstances,  and/or the degree of compliance  with the
policies and procedures may deteriorate.

PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

The Company may on occasion be a party to litigation involving claims made by or
against the company arising in the ordinary course of business. The officers and
directors know of no legal  proceedings  pending or  contemplated by any person,
entity or governmental  authority which would have a material  adverse effect on
the Company.

ITEM 2.  CHANGES IN SECURITIES

Common Stock
-----------

As of  September  30,  2006,  the status of the common stock of the Company was:
11,000,000,000   shares   authorized  and   10,118,836,349   shares  issued  and
outstanding.

During the nine month  period  ended  September  30,  2006,  the Company  issued
4,030,000,000  shares for cash of  $1,012,750  and  65,000,000  shares of common
stock for services valued at $13,000.

ITEM 3.  Defaults upon senior securities - None

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

There were no matters  submitted  to a vote of the  Company's  security  holders
during the first quarter of 2006.

ITEM 5.  Other Information - Not applicable

ITEM 6.  Exhibits

31.1  Certification of CEO pursuant to Securities  Exchange Act rules 13a-15 and
      15d-15(c) as adopted pursuant to section 302 of the  Sarbanes-Oxley act of
      2002.

31.2  Certification of CFO pursuant to Securities  Exchange Act rules 13a-15 and
      15d-15(c) as adopted pursuant to section 302 of the  Sarbanes-Oxley act of
      2002.

32.1  Certification of Leslie S. Robins,  Chief Executive Officer pursuant to 18
      U.S.C.   section  1350,  as  adopted   pursuant  to  section  906  of  the
      Sarbanes-Oxley act of 2002.

32.2  Certification  of John J.  Cousins,  Chief  Financial  Officer  (Principal
      Accounting  Officer)  pursuant  to 18  U.S.C.  section  1350,  as  adopted
      pursuant to section 906 of the Sarbanes-Oxley act of 2002.

                                        8

<PAGE>

  SIGNATURES

In  accordance  with  Section 13 or 15(d) of the Exchange  Act,  the  registrant
caused this report on Form 10QSB to be signed on its behalf by the  undersigned,
thereunto duly authorized.


Dated:    November 14, 2006

ADVANCED OPTICS ELECTRONICS, INC.

                                               BY: /s/John J. Cousins
                                                  -------------------
                                                  John J. Cousins
                                                  Vice President of Finance
                                                  (Principal Accounting Officer)




                                               BY: /s/Leslie S. Robins
                                                   -------------------
                                                   Leslie S. Robins
                                                   Executive Vice President
                                                   (Principal Executive Officer)




                                        9