UNITED
        STATES
 SECURITIES
        AND EXCHANGE COMMISSION
 Washington,
        D.C. 20549
 _____________________
 
 FORM
        10-KSB
 
 x
              ANNUAL
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934.
  For
        the
        fiscal year ended March 31, 2007.
 
 OR
 
 o
              TRANSITION
                  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                  ACT OF
                  1934.
 
 Commission
        File No. 0-50863
 
 CENTALE,
        INC.
 (Name
        of
        Small Business Issuer in its Charter)
 New
                    York
                30-0299889(State
                    or other jurisdiction of incorporation or organization)
                (I.R.S.
                    Employer ID Number)
 
 
 191
        Main Street, East Aurora, NY 14052
 (Address
        of principal executive offices)
 
 Issuer's
        Telephone Number, including Area Code: 716-714-7100
 
 Securities
        Registered Pursuant to Section 12(b) of the Act: None
 Securities
        Registered Pursuant to Section 12(g) of the Act:
 
 Common
        Stock, $.01 par value per share
 
 Check
        whether the issuer is not required to file reports pursuant to Section 13
        or
        15(d) of the Exchange
        Act.    Yes ___    No  X
 
 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 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
        ___
 
  
  Check
        if
        there is no disclosure of delinquent filers in response to Item 405 of
        Regulation S-B in this form, and no disclosure will be contained, to the
        best of
        the Registrant's knowledge, in definitive proxy or information statements
        incorporated by reference in Part III of this Form 10-KSB or any amendment
        to
        this Form 10-KSB. [   ]
 
 Indicate
        by check mark whether the registrant is a shell company (as defined in Rule
        12b-2 of the Exchange Act).  Yes
        ___     No  X
 
 State
        the
        issuer’s revenues for its most recent fiscal year: $ 697,216.
 
 State
        the
        aggregate market value of the voting and non-voting common equity held by
        non-affiliates, computed by reference to the price at which the common equity
        was sold, or the average bid and ask prices of such common equity, as of
        a
        specified date within the past 60 days.
 
 The
        aggregate market value of the Registrant’s common stock, $.01 par value, held by
        non-affiliates as of June 18, 2007 was $529,782.
 
 As
        of
        June 18, 2007 the number of shares outstanding of the Registrant’s common stock
        was 182,621,918 shares, $.01 par value.
 Transitional
          Small Business Disclosure Format: Yes ___ No X
 
 **DOCUMENTS
        INCORPORATED BY REFERENCE:**   None
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
  **FORWARD-LOOKING
        STATEMENTS: NO ASSURANCES INTENDED**
 
 *In
        addition to historical information, this Annual Report contains forward-looking
        statements, which are generally identifiable by use of the words “believes,”
“expects,” “intends,” “anticipates,” “plans to,” “estimates,” “projects,” or
        similar expressions. These forward-looking statements represent Management’s
        belief as to the future of Centale.  Whether those beliefs become
        reality will depend on many factors that are not under Management’s
        control.  Many risks and uncertainties exist that could cause actual
        results to differ materially from those reflected in these forward-looking
        statements. Factors that might cause such a difference include, but are not
        limited to, those discussed in the section entitled “Management’s Discussion and
        Analysis of Financial Condition and Results of Operations—Risk Factors That May
        Affect Future Results.” Readers are cautioned not to place undue reliance on
        these forward-looking statements. We undertake no obligation to revise or
        publicly release the results of any revision to these forward-looking
        statements.*
  
 **PART
        1**
 
 **Item
                  1.**
              **Business**
 
 In
        February 2004 Centale began to develop and implement its current business
        model.  By the end of fiscal 2006, on March 31, 2006, Centale had
        completed the development of its core technology, acquired complementary
        technologies and businesses, and expanded its business scope.  When
        fiscal 2007 began, Centale presented itself to the Internet industry as the
        source for fully-integrated online marketing programs based on our cornerstone
        technology, the customized desktop software application that we call the
        “Catalyst EVTM.”
 
 Unfortunately,
        we lacked the capital necessary to properly present our marketing programs
        to
        the market.  During fiscal 2007, therefore, we refocused on our
        fundamental mission:  the design and distribution of desktop software
        applications.  Currently, our operations are focused on two iterations
        of the Catalyst EVTM, each of which is designed to meet the needs of a specific
        market:
 
 Ø
              the
                  ComProTM - designed to provide time sensitive information to the financial
                  services industry; and
 Ø
              the
                  Community AlertProTM - designed to provide emergency alerts to the
                  university campus.
 
 *The
        Catalyst EVTM*
 
 The
        Catalyst EVTM was developed by Centale to capitalize on the growing internet
        community that, according to Nielson, numbers 201,661,159 users in the U.S.
        alone. Pew Internet and American Life estimate that there are 500,000,000
        desktops in the U.S. and that the average individual now spends more time
        on the
        computer than on any other medium, including television, radio or
        print.
    1
 Our
          Catalyst EVTM is a desktop communications platforms that is programmable and
          interactive.  It can be distributed either as a downloadable hyperlink
          on a website, or as an e-mail attachment.  Catalyst EVTM can be a platform
          for whatever text, graphics or functions a customer wants to communicate
          directly through the desktops of its end users.
  The
          Catalyst EVTM resides, after download, on the end user’s computer
          desktop.  Through the Catalyst EVTM our clients can establish 1-to-1
“real-time” communication direct to the end user’s desktop 24/7 in audio, video,
          rich media, animation, and/or text. We can customize the platforms to satisfy
          the particular communication needs of each customer.  For customers
          with a dedicated clientele, this desktop communication platform can render
          both
          mail and email obsolete as media for mass communication to their client
          base.
 
 The
        Catalyst EVTM is produced for us on an exclusive basis by Netsmartz LLC, an
        international software design firm.  We market the Catalyst EVTM to
        entities employing or wishing to employ Web-based communication with their
        clientele and/or end users.
 
 *Target
        Markets*
 
 For
        fiscal 2008 we have tightened the focus of our operations.  Our
        primary focus will be on two specific markets, for each of which we have
        designed a Catalyst EVTM.
 
 *ComProTM.*The
        ComProTM is a desktop communications application that provides information
        critical to the investment and financial community directly on the end-user’s
        desktop.  As communications from public companies, brokers and
        investment advisors to their investors become an online phenomenon,
        our ComProTM provides advantages not available in email:  it
        demands the investor’s immediate attention in a way that only a phone call can
        replicate, but at a fraction of the expense. Since early in 2006 we have
        marketed the ComProTM through networking with industry organizations, including
        The National Investment Bankers Association (NIBA), the Financial Service
        Exchange (FSX), and the Southern California Investor Association,
        (SCIA).
 
 *Community
        AlertProTM.*  In the wake of the Virginia Tech tragedy, Centale has
        designed a Catalyst EVTM to meet the demand for a multi-media emergency alert
        notification system that will enable a university to broadcast notices
        throughout the university community, simultaneously reaching every computer
        that
        is online, every mobile device that is turned on, and every telephony device
        that is plugged in.  Centale is currently negotiating a joint venture
        with the provider of a system that provides emergency alerts to all of the
        phones and mobile devices enrolled in the system.  With the
        integration of the Catalyst EVTM technology into that system, a university can be
        assured that its emergency communications will achieve immediate and thorough
        penetration of the community.  We intend to commence marketing of that
        system as soon as the joint venture is finalized and the necessary capital
        is
        raised.
 
 
  2
  *Revenue
        Streams*
 
 Our
        business plan for fiscal 2007 contemplates that each of our two focal Catalyst
        EVs will provide us a number of revenue streams.
 
 *ComProTM.*  Placement
        of a ComProTM with an investment industry professional provides us four streams
        of revenue:
 
 ·
              A
                  one-time licensing fee.
 ·
              A
                  monthly hosting fee to cover the client’s data transfer
                  requirements.
 ·
              Placement
                  with third parties of streaming ads integrated with the messages
                  sent by
                  the client to the end-users of the
                  ComProTM
 ·
              Placement
                  of links to third party site – e.g. brokerage firms or financial
                  journals.
 
 *Community
        AlertProTM.*  Placement of a Community AlertProTM with a university
        will provide us three streams of revenue:
 
 ·
              A
                  one-time set-up fee.
 ·
              An
                  annual per-user charge.
 ·
              A
                  monthly hosting fee.
 
 *Backlog*
 
 Our
        current backlog of firm orders is
        approximately $170,000.  In June 2006 we had $270,000 in backlog, most
        of which were insertion orders for email advertising  that we marketed
        at that time.
 
 *Employees*
 
 We
        currently employ 6 individuals, all
        of whom are on a full-time basis.  5 of our employees are dedicated to
        marketing and 2 are involved in management.   None of our
        employees belongs to a collective bargaining unit.
 
 **Item
                  2.**
              **Properties**
 
 Centale
        occupies an office in East
        Aurora, New York that is rented for $3,000. per month by one of Centale’s
        shareholders.
 
 **Item
                  3.**
              **Legal
                  Proceedings**
 
 None.
 
 
 
  3
  **Item
                  4.**
              **Submission
                  of Matters to a Vote of Security
                  Holders**
 
 Not
        applicable.
 
 **PART
        II**
 
 **Item
                  5.**
              **Market
                  for Registrant’s Common Equity, Related Stockholder Matters and Small
                  Business Issuer Purchases of Equity
                  Securities**
 
 *(a)
        Market Information*
 
 The
        Company’s common stock has been quoted on the OTC Bulletin Board under the
        symbol “CNTL.OB” since October 14, 2005.  Prior to that date, there
        was no market for the Company’s securities.  Set forth below are the
        high and low bid prices for each of the full and partial quarters commencing
        on
        October 14, 2005 and ending on the last day of our 2007 fiscal
        year.  The reported bid quotations reflect inter-dealer prices without
        retail markup, markdown or commissions, and may not necessarily represent
        actual
        transactions.
  BidQuarter
                  Ending
              
              High
              
              
              LowDecember
                  31, 2005
              
              $
              2.00
              
              
              $
              1.15March
                  31, 2006
              
              $
              1.50
              
              
              $
              .21June
                  30, 2006
              
              $
              1.50
              
              
              $
              .21September
                  30, 2006
              
              $
              .26
              
              
              $
              .05December
                  31, 2006
              
              $
              .10
              
              
              $
              .03March
                  31, 2007
              
              $
              .06
              
              
              $
              .02
 
 *(b)
        Shareholders*
 
 Our
        shareholders list contains the names of 165 registered stockholders of record
        of
        the Company’s Common Stock.
  *(c)  Dividends*
 
 The
        Company has never paid or declared any cash dividends on its Common Stock
        and
        does not foresee doing so in the foreseeable future.  The Company
        intends to retain any future earnings for the operation and expansion of
        the
        business.  Any decision as to future payment of dividends will depend
        on the available earnings, the capital requirements of the Company, its general
        financial condition and other factors deemed pertinent by the Board of
        Directors
 
   4
  *(d)  Sale
        of Unregistered Securities*
  In
        March 2007 Centale issued 3,000,000
        shares of common stock to Big Apple Consulting (USA), Inc.  The shares
        were issued in compensation for services, and were valued at $.02 per share,
        the
        market price on the date of issuance.  The sale was exempt pursuant to
        Section 4(2) of the Act since the sale was not made in a public offering
        and was
        made to an entity whose principals had access to detailed information about
        Centale, and were acquiring the shares for its own account.  There
        were no underwriters.
   *(e)
        Repurchase of Equity
        Securities*
  The
        Company did not repurchase any of its equity securities that were registered
        under Section 12 of the Securities Act during the 4th quarter
        of fiscal
        2007.
  
 **Item
                  6.**
              **Management’s
                  Discussion and Analysis**
 
 **Company
        Background**
 
 From
        mid-2005 until the fall of 2006 we had been focused on expanding our business
        operations from their previous exclusive focus on the marketing of our desktop
        application, the Catalyst EVTM.  As we entered fiscal 2006, we had
        developed into a multifaceted provider of marketing services and
        technology.   We had added to our Catalyst EVTM product line
        complementary lines of business, specifically a dedicated technology development
        facility and a database of deliverable email records.
 
 The
        transformation of our business plan
        from mono-focused to multi-faceted occurred at the expense of our near-term
        efforts to market the Catalyst EVTM.  As the greater portion of our
        cash and personnel had been dedicated to acquiring and implementing the
        technology program and the online marketing program, we were forced to curtail
        our applications marketing program.  During the first six months of
        fiscal 2007, for example, we took orders for desktop applications from only
        three customers, representing $210,000 in contract value. However, we expected
        that the multi-faceted direction of our business would, in the long term,
        open
        up substantial markets for the Catalyst EVTM.
 
 In
        the third quarter of fiscal 2007,
        which ended on March 31, 2007, our lack of capital resources forced us to
        terminate our efforts to become a multi-faceted technology provider, and
        to
        return to our initial focus on marketing our desktop
        applications.  During that quarter we closed our Florida operations,
        returned our technology development facility to its original owners, and
        terminated the marketing of our email database.  Our business is now
        exclusively focused on the marketing of the Catalyst EVTM.
 
 **Results
        of
        Operations**
 
 During
        fiscal 2007 (which ended on
        March 31, 2007) we recognized $697,216 in revenue, a 162% improvement over
        fiscal 2006.  Most of the revenue was realized in the first quarter of
        the year, which included sales of email marketing campaigns, and in the fourth
        quarter of the year, after we renewed our focus on the sale of the Catalyst
        EVTM.  At the present time, our firm backlog of orders is only
        $170,000.  So we cannot determine whether we will be able to continue
        the growth in sales realized in the 4th quarter
        of fiscal
        2007.  Our plan is to introduce the Community AlertProTM as soon as we
        have sufficient funds, and we expect that the demand for that application
        will
        be considerable.  If we are successful in launching that product, the
        combination of those new sales with sales of our ComProTM should enable us to
        surpass prior results.
 
  5
  Our
        primary expenses during fiscal 2007
        fall into four categories:
  *Consulting
        fees, officers’ compensation and salaries and wages:
        $2,601,464*.  Of that sum, $2,025,589 was paid in the form of
        common stock.  The remainder was cash paid or accrued.  The
        fact that this combination of expenses far exceeds our revenue is evidence
        of
        the fact that we remain in, essentially, a period of development.  The
        personnel responsible for reconstructing our business operations have been
        the
        source of our largest ongoing expense.  The return of our operations
        at the end of the year to an exclusive focus on the Catalyst EVTM has alleviated
        a large portion of this salary and fee burden, as we have reduced our staff
        from
        26 employees to 6.
  *Impairment
        of Intangible Expenses:  $923,708.*  The greater portion
        of this expense ($842,250) was incurred in December 2006 when we issued
        84,229,959 common shares to our Chief Executive Officer, Thaddeus A. Wier,
        Jr.,
        to compensate him for the termination of his agency agreement with
        Centale.  This occurred in connection with the decision of the Board
        of Directors to appoint Mr. Wier to the position of Chief Executive Officer
        at
        the same time that Centale’s primary creditors agreed to convert their debts
        into equity.
  *Loan
        fee and interest
        expense:  $830,915.*  This represents the expenses we
        incurred in order to fund our operations.  The $703,750 in loan
        represented the value of common stock that we issued to two shareholders
        to
        induce them to lend us funds for working capital.  Because of
        Centale’s poor financial condition, it has not been possible for us to obtain
        financing on conventional terms.  Until we improve our balance sheet
        and achieve profitable operations, we will continue to incur large expenses
        for
        financing costs.
  *Impairment
        of
        goodwill:  $525,000.*  We incurred this expense in the
        3rd
        quarter  when we surrendered our technology development facility to
        its original owners and terminated our email database marketing
        operations.
  The
        professional fees of $249,964 that we incurred during fiscal 2007 primarily
        consisted of legal, accounting and bookkeeping fees.  Until we
        generate revenues in a quantity appropriate for a public company, these expenses
        that we incur as a result of being a public company will remain
        disproportionate.  These expenses will also continue to be significant
        in the near future as the growth of our business will entail the need for
        considerable legal and accounting experience.  The ratio of these
        expenses to our revenue will reduce, however, if our operations yield an
        increase in revenue.
  Our
        business activities during the fiscal 2007 resulted in $6,121,480 in expenses,
        yielding a net loss from operations of $5,577,011.  We did realize a
        capital gain of $41,396 on the sale of shares of stock that we had received
        in
        fiscal 2006 as a license fee.  So our net loss for fiscal 2007 was
        $5,535,615.
 
 
  6
  **Liquidity
        and Capital
        Resources**
  Since
        we initiated our current business
        in 2004, our operations have been funded primarily by the private sale of
        equity
        and debt to investors.  During fiscal 2007, our total proceeds from
        the sale of common stock were $120,709.  In addition, we issued
        promissory notes to a small number of investors for a total of
        $734,687.  Most of those notes were converted into common stock in
        December 2006.
  Through
        March 31, 2007, however, we had
        used all of those funds for our operations.  On March 31, 2007 we had
        only $275 in cash remaining on hand and no other current assets.  At
        the same time, we had current liabilities totaling
        $743,523.  Therefore, in order to carry on our business, we must
        obtain additional capital.
  We
        continue to actively seek investment capital, and expect to issue more of
        our
        common stock for this purpose in the coming months.  At the present
        time, however, no one has committed to provide us any additional
        funds.
 
  **Application
        of Critical Accounting Policies**
  In
        preparing our financial statements we are required to formulate working policies
        regarding valuation of our assets and liabilities and to develop estimates
        of
        those values.  In our preparation of the financial statements for
        fiscal year 2007, there were two estimates made which were (a) subject to
        a high
        degree of uncertainty and (b) material to our results.  The first was
        our determination, explained in Note B to the Financial Statements that we
        should record a valuation allowance for the full value of the deferred tax
        asset
        created by our net operating loss carry-forward.  The primary reason
        for the determination was our lack of certainty as to whether Centale would
        carry on profitable operations in the future.  The second material
        estimate, explained in Note C to our financial statements, was our determination
        that the software technology that we acquired during fiscal 2006 will have
        a
        useful life of five years. Based on that determination, we are amortizing
        the
        expenses we incurred in acquiring and developing that technology over a five
        year period.
  We
        made
        no material changes to our critical accounting policies in connection with
        the
        preparation of financial statements for fiscal year 2007.
 
  **Impact
        of Accounting
        Pronouncements**
  There
        were no recent accounting
        pronouncements that have had a material effect on the Company’s financial
        position or results of operations.  There were two recent accounting
        pronouncements that may have a material effect on the Company’s financial
        position or results of operations.
  In
        December 2004, the FASB issued SFAS No. 123R “Share-Based Payment.” This
        Standard addresses the accounting for transactions in which a company receives
        employee services in exchange for (a) equity instruments of the company or
        (b)
        liabilities that are based on the fair value of the company’s equity instruments
        or that may be settled by the issuance of such equity instruments. This Standard
        eliminates the ability to account for share-based compensation transactions
        using Accounting Principles Board Opinion No. 25, “Accounting for Stock Issued
        to Employees,” and requires that such transactions be accounted for using a
        fair-value-based method. The Standard is effective for fiscal years beginning
        after December 15, 2005. The Standard may adversely affect the Company’s results
        of operations if the Company issues a material quantity of stock options
        or
        similar instruments to its employees.
 
  7
   In
        July
        2006, the FASB issued FIN 48, Accounting for Uncertainty in Income Taxes—an
        Interpretation of FASB Statement No. 109, which clarifies the accounting
        for
        uncertainty in tax positions. This Interpretation requires that Centale
        recognize in its consolidated financial statements the impact of a tax position
        if that position is more likely than not of being sustained on audit, based
        on
        the technical merits of the position. The provisions of FIN 48 are effective
        for
        Centale on January 1, 2007, with the cumulative effect of the change in
        accounting principle, if any, recorded as an adjustment to opening retained
        earnings. Centale is currently evaluating the impact of adopting FIN 48 on
        its
        consolidated financial statements.
  **Off-Balance
        Sheet Arrangements**
  We
        do not
        have any off-balance sheet arrangements that have or are reasonably likely
        to
        have a current or future effect on our financial condition or results of
        operations.
 
  **Risk
        Factors That May Affect Future
        Results**
 
 You
        should carefully consider the risks
        described below before buying our common stock.  If any of the risks
        described below actually occurs, that event could cause the market value
        of our
        common stock to decline, and you could lose all or part of your
        investment.
 
 *Our
        inability to pay our debts could
        prevent us from continuing in business.*
  At
        March 31, 2007 we had only $275 in
        cash and no other current assets to balance $743,523 in current
        liabilities.  In order for us to continue in business, it will be
        necessary that we obtain additional capital.  If we are unable to
        obtain sufficient capital, we will not survive in business.  We have
        no commitment from any source to provide us further financing.
 
 *We
        will need to issue a substantial amount of equity in order to fund our business
        operations.*
  Because
        of our lack of liquid assets, it will be necessary for us to issue a substantial
        amount of equity during fiscal 2008 in order to fund our
        operations.  These sales of equity will dilute the interest of current
        shareholders in our company.  In addition, to the extent that we sell
        the equity for prices below market, the sale of equity will also dilute the
        value of the shares held by our current shareholders.
 
 
  8
  *Our
        delay in bringing our technology to
        market could prevent us from achieving a viable level of
        sales.*
  Although
        we developed the Catalyst EVTM
almost three years ago, our lack of resources has prevented us from initiating
        marketing with any intensity.  During fiscal 2007 our revenue from the
        Catalyst EVTM was less than $500,000.  Our future efforts to market the
        Catalyst EVTM on a broad scale may be hindered by the fact that the industry has
        become accustomed to the insignificance of the Catalyst EVTM.  We plan
        to counter that effect by focused marketing, such as the introduction of
        the
        ComProTM and the Community AlertProTM.  We cannot know at this time,
        however, whether the market will be open to our technology.
 
 *Our
        technology could be replicated by competitors.*
  The
        technology captured within the Catalyst EVTM platform is the result of five years
        of development by Centale and its predecessors.  However, a
        sophisticated software development company could replicate our technology
        today
        in a matter of months.  If a large software distributor undertook
        direct competition with us, its superior capital resources could hinder or
        defeat our efforts to capture a significant market position.
 
 *We
        rely on outsourcing for design and development.*
  Centale
        employs no designers, no engineers and no programmers.  All of the
        development services required to fulfill our contracts for desktop applications
        are performed by companies under contract to us – primarily Netsmartz LLC, a
        software design company located in Rochester NY.  The outsourcing
        process opens us up to several risks, including delays in fulfilling our
        contracts, delays in obtaining necessary technology, and potential loss of
        our
        trade secrets.  Since our success will depend on our ability to
        capture a substantial position in the Internet community by promptly delivering
        a quality application to our clients, our lack of direct control over the
        individuals responsible for the development could damage that
        effort.
 
 *Our
        practice of accepting equity in exchange for products and services leaves
        our
        revenue stream exposed to adverse changes in the stock market.*
  During
        the past year we have on a number of occasions accepted common stock as payment
        by our customers in lieu of cash.  This practice has enabled us to
        make sales to clients who might otherwise have been unable to fund our
        applications.  However, in each case, the stock we accepted was penny
        stock.  And the fact that our revenue and cash flow will depend on our
        success in reselling these shares exposes us to the risks attendant to investing
        in penny stocks.  In most cases we are required to hold the stock for
        at least a year before we can sell it.  During that period, the stock
        may lose some or all of its value.  Therefore our revenue may be less,
        as a result of this practice than it would be if we sold exclusively for
        cash.
 
 *Centale
        is not likely to hold annual
        shareholder meetings in the next few years.*
  New
        York corporation law provides that
        members of the board of directors retain authority to act until they are
        removed
        or replaced at a meeting of the shareholders.  The holders of ten
        percent of the outstanding common stock may demand that an annual meeting
        be
        held.  But absent such a demand, the board has no obligation to call a
        shareholders meeting.  Unless a shareholders meeting is held, the
        existing directors elect directors to fill any vacancy that occurs on the
        board
        of directors.  The shareholders, therefore, have no control over the
        constitution of the board of directors, unless a shareholders meeting is
        held.
  
  9
  Centale
        has never held an annual or a
        special meeting of shareholders.  The Board of Directors of Centale
        consists of individuals who were elected to their positions by previous members
        of the Board of Directors.  Management does not expect to hold annual
        meetings of shareholders in the next few years, due to the expense
        involved.  Therefore, any new members of the Board of Directors or any
        replacements for current members will be nominated and elected by the present
        members of the Board.
 
 *Related
        party transactions may occur on
        terms that are not favorable to Centale.*
  On
        several occasions during the past
        three years, Centale has engaged in business transactions with its founder,
        Thaddeus A. Wier, Jr., or with Mr. Wier’s spouse.  Among the
        transactions were several financing transactions in which Mr. Wier or his
        spouse
        loaned money to Centale, a transaction in which Centale purchased technology
        from Mr. Wier, a number of consulting agreements under which Centale paid
        cash
        or issued stock to Mr. Wier, and a transaction in December 2006 when Centale
        issued 84 million shares to Mr. Wier to compensate him for cancellation of
        his
        agency contract.  Mr. Wier is currently the Chief Executive Officer of
        Centale, and he is currently the owner of 46% of Centale’s outstanding
        shares.  It is possible that he will engage in other transactions with
        Centale.  It is also possible that Centale will engage in financing or
        other transactions with other shareholders or members of its Board of
        Directors.  It is unlikely that Centale will obtain independent
        confirmation that the terms of such related party transactions are
        fair.  If the terms are unfair to Centale, the transactions could harm
        our operating results.
 
 *The
        volatility of the market for
        Centale common stock may prevent a shareholder from obtaining a fair price
        for
        his shares.*
  Centale
        at the present time has fewer
        than 500 shareholders and only a small number of market makers.  As a
        result, the market price for our common stock is volatile, at times moving
        over
        50% in one day.  Unless and until the market for our common stock
        grows and stabilizes, the common shares you purchase will remain
        illiquid.  A shareholder in Centale who wants to sell his shares,
        therefore, runs the risk that at the time he wants to sell, the market price
        may
        be much less than the price he would consider to be fair.
 
 *Only
        a small portion of the investment
        community will purchase “penny stocks” such as Centale common
        stock.*
  Centale’
common
        stock is defined by the
        SEC as a “penny stock” because it trades at a price less than $5.00 per
        share.  SEC Rule 15g-9 under the Securities Exchange Act of 1934
        imposes additional sales practice requirements on broker-dealers that recommend
        the purchase or sale of penny stocks to persons other than those who qualify
        as
        an "established customer" or an "accredited investor."  This includes
        the requirement that a broker-dealer must make a determination on the
        appropriateness of investments in penny stocks for the customer and must
        make
        special disclosures to the customer concerning the risks of penny
        stocks.  Many brokerage firms will discourage their customers from
        purchasing penny stocks, and even more brokerage firms will not recommend
        a
        penny stock to its customers.  Most institutional investors will not
        invest in penny stocks.  In addition, many individual investors will
        not consider a purchase of a penny stock due, among other things, to the
        negative reputation that attends the penny stock market.  As a result
        of this widespread disdain for penny stocks, there will be a limited market
        for
        Centale’ common stock as long as it remains a “penny stock.”  This
        situation may limit the liquidity of your shares.
 
  10
  **Item
                  7.**
              **Financial
                  Statements**
 
 The
        Company’s financial statements,
        together with notes and the Report of Independent Registered Public Accounting
        Firm, are set forth immediately following Item 14 of this Form
        10-KSB.
 
 
 **Item
                  8.**
              **Changes
                  in and Disagreements with Accountants on Accounting and Financial
                  Disclosure**
 
 Not
        Applicable
 
 **Item
                  8A.**
              **Controls
                  and Procedures**
 
 *Evaluation
        of Disclosure Controls
        and Procedures*.  Thaddeus A. Wier, Jr., our Chief Executive
        Officer and Chief Financial Officer, carried out an evaluation of the
        effectiveness of Centale’s disclosure controls and procedures as of March 31,
        2007.  Pursuant to Rule13a-15(e) promulgated by the Securities and
        Exchange Commission pursuant to the Securities Exchange Act of 1934, “disclosure
        controls and procedures” means controls and other procedures that are designed
        to insure that information required to be disclosed by Centale in the reports
        that it files with the Securities and Exchange Commission is recorded,
        processed, summarized and reported within the time limits specified in the
        Commission’s rules.  “Disclosure controls and procedures” include,
        without limitation, controls and procedures designed to insure that information
        Centale is required to disclose in the reports it files with the Commission
        is
        accumulated and communicated to our Chief Executive Officer and Chief Financial
        Officer as appropriate to allow timely decisions regarding required
        disclosure.  In the course of that review, Mr.
        Wier   identified a material weakness (as defined in Public
        Company Accounting Oversight Board Standard No. 2) in our internal control
        over
        financial reporting.
 
 The
        material weakness consisted of
        inadequate staffing and supervision within the bookkeeping and accounting
        operations of our company.  The relatively small number of employees
        who have bookkeeping and accounting functions prevents us from segregating
        duties within our internal control system.  The inadequate segregation
        of duties is a weakness because it could lead to the untimely identification
        and
        resolution of accounting and disclosure matters or could lead to a failure
        to
        perform timely and effective reviews.  In light of this situation,
        management has considered adding personnel to the company’s bookkeeping and
        accounting operations.  However, as there has been no instance during
        fiscal 2006 in which the company failed to identify or resolve a disclosure
        matter or failed to perform a timely and effective review, management determined
        that the addition of personnel to our bookkeeping and accounting operations
        is
        not an efficient use of our limited resources at this time.
 
  11
  Based
        on
        his evaluation, Mr. Wier concluded that Centale’s system of disclosure controls
        and procedures was effective as of March 31, 2007 for the purposes described
        in
        this paragraph.
 
 *Changes
        in Internal
        Controls*.  There was no change in internal controls over
        financial reporting (as defined in Rule 13a-15(f) promulgated under the
        Securities Exchange Act or 1934) identified in connection with the evaluation
        described in the preceding paragraph that occurred during Centale’s fourth
        fiscal quarter that has materially affected or is reasonably likely to
        materially affect Centale’s internal control over financial
        reporting.
 
 **Item
                  8B.**
              **Other
                  Information**
 
 None.
 
 
 **PART
        III**
 
 **Item
                  9.**
              **Directors,
                  Executive Officers, Promoters and Control Persons; Compliance with
                  Section
                  16(a) of the Exchange Act.**
 
 The
        officers and directors of the Company are listed in the table
        below.
 
 *Name*
              
              *Age*
              
              *Position
                  with the Company*
              
              *Director
                  Since*Thaddeus
                  A. Wier, Jr.
              
              45
              
              Chief
                  Executive Officer,Chief
                  Financial Officer
              
              --Patrick
                  T. Parker
              
              52
              
              Director
              
              2004Carlos
                  Huerta
              
              38
              
              Director
              
              2006Dan
                  DeArmas
              
              39
              
              Director
              
              2006Sterling
                  Sheppard
              
              31
              
              Vice
                  President, Secretary
              
              --
 
 Directors
        hold office until the annual meeting of the Company’s stockholders and the
        election and qualification of their successors.  Officers hold office,
        subject to removal at any time by the Board, until the meeting of directors
        immediately following the annual meeting of stockholders and until their
        successors are appointed and qualified.
 
 
 
  12
  **Thaddeus
        A. Wier, Jr.**  Mr. Wier acquired the controlling stock
        interest in Centale in February 2004, and served as Chairman of Centale from
        February 2004 until November 2004.  He was re-appointed to that
        position in December 2006..  Since November 2004 Mr. Wier has been
        employed as Chief Executive Officer of Prolink Sports Marketing, Inc. and
        as
        President of the Buffalo Silverbacks, a franchise in the American Basketball
        Association.  From April 2003 until December 2003 Mr. Wier was the
        Chief Executive Officer of JMT Solutions LLC, which was engaged in the business
        of direct response marketing in Palm Bay, Florida.  From January 2002
        until April 2004 Mr. Wier was the President of JMT Marketing, Inc., which
        was
        engaged in the business of selling custom software solutions in East Aurora,
        New
        York.  From 1998 through 2001 Mr. Wier was employed by Tek 21, Inc.,
        which was involved in designing, developing and marketing custom software
        solutions.  Mr. Wier founded Tek 21, Inc. in 1998 and served at times
        as Chief Executive Officer, at times as Director of Business Development,
        and at
        times as a consultant to Tek 21, Inc.   In July of 1999 Mr. Wier
        was convicted of violating the Martin Act, the New York State blue sky law,
        in
        connection with the sale of securities to two investors for
        $4,250.  The incident arose from Mr. Wier’s involvement with a
        now-defunct company in 1993.  Mr. Wier was enjoined from selling
        securities to the public in New York State and was ordered to pay
        restitution.
 
 **Patrick
        T. Parker**.  Mr. Parker is currently self-employed as a
        business consultant.  Mr. Parker served as Centale’s Chief Executive
        Officer from November 2004 until January 2006.  Mr. Parker’s prior
        career was focused on the application of new media to the investment banking
        industry.  Mr. Parker started his career as an investment banker with
        Prudential-Bache and then Smith Barney, where he was involved in financing
        entertainment projects.  That experience led to fourteen years of
        involvement in the use of entertainment media to generate sales
        leads.  Mr. Parker was employed from 1996 to 2004 as Senior Vice
        President and Director of Media Relations for Barkley Financial, a commodities
        broker in South Florida.  During the same period Mr. Parker was also
        employed as CEO of Business Image Group, Inc., which produced direct response
        television and radio ads, as well as President of PTP Associates d/b/a Pathways
        to Profit Inc., an advertising agency production company.
 
 **Carlos
        Huerta**.  Since 1997 Mr. Huerta has been employed as President
        of Go Global, Inc., an entity owned and controlled by Mr. Huerta that is
        engaged
        in real estate development.  Mr. Huerta holds an M.B.A. from the
        University of Miami.
 
 **Dan
        DeArmas**.  Since 2005 Mr. DeArmas has been employed as
        President of Sierra Agency, a marketing and Web consulting service that he
        owns.  From 1998 to 2005 Mr. DeArmas was employed as Director of
        Marketing and Web Services for COMSYS.  Mr. DeArmas holds a bachelor’s
        degree from the University of Maryland.
 
 **Sterling
        Shepperd**.  Mr. Shepperd has been the Vice President of
        Centale since July 2004, and had served as a consultant to Centale from February
        2004 until July 2004.  From June 2003 through November 2003 Mr.
        Shepperd was the Sales Manager for JMT Solutions, LLC, which was engaged
        in the
        business of direct response marketing in Palm Bay, Florida.  From 1999
        until he joined JMT Solutions, Mr. Shepperd was employed by DanMark, Inc.,
        an
        organization engaged in direct response marketing.  Mr. Shepperd
        served as Sales Manager and Trainer for two of DanMark’s offices.
 
  13
  *Audit
        Committee; Compensation Committee*
 
 The
        Board of Directors has not
        appointed an Audit Committee or a Compensation Committee.  The Board
        of Directors does not have an audit committee financial expert.  The
        Board of Directors has not yet recruited an audit committee financial expert
        to
        join the Board of Directors because the Company has not yet commenced a
        significant level of financial operations.
 
 *Code
        of Ethics*
 
 The
        Company does not have a written code of ethics applicable to its executive
        officers.  The Board of Directors has not adopted a written code of
        ethics because it has only recently acquired a significant number of members
        of
        management.
 
 *Section
        16(a) Beneficial Ownership Reporting Compliance*
 
 None
        of
        the officers, directors or beneficial owners of more than 10% of the Company’s
        common stock failed to file on a timely basis the reports required by Section
        16(a) of the Exchange Act during the year ended March 31, 2007, except that
        each
        member of the Board of Directors failed to file a Form 3 and Mr. Wier was
        late
        in filing a Form 4.
 
 **Item
                  10.**
              **Executive
                  Compensation**
 
 The
        following table sets forth all compensation awarded to, earned by, or paid
        by
        Centale to the individuals who served as its Chief Executive Officers during
        the
        year ended March 31, 2007.   Mr. DeYoung served as Chief
        Executive Officer from March 15, 2006 until December 6, 2006.  Mr.
        Wier was elected to that position on December 6, 2006.
 
 *Fiscal*
                *Year*
              
              *Salary*
              
              *Bonus*
              
              *Stock*
                *Awards*
              
              *Option*
                *Awards*
              
              *Other*
                *Compensation*Jon
                  DeYoung
              
              2007
              
              --
              
              --
              
              $15,000
              
              --
              
              --2006
              
              $15,000
              
              --
              
              --
              
              --
              
              --T.
                  Wier
              
              2007
              
              $20,000
              
              --
              
              --
              
              --
              
              --
 
 *Employment
        Agreements*
 
 None
        of Centale’s officers is party to
        an employment agreement.
 
 
 
  14
  *Remuneration
        of
        Directors*
 
 Centale
        has not adopted any policy
        regarding compensation of members of the Board of Directors, and has not
        paid
        any cash remuneration to any member of the Board.  However, in
        December 2006 Centale issued 500,000 shares of common stock to each of its
        directors.  The shares had a market value of $.03 each on the date of
        the grant.
 
 *Equity
        Grants*
 
 The
        following tables set forth certain information regarding the stock options
        acquired by the Company’s Chief Executive Officer during the year ended March
        31, 2007 and those options held by him on March 31, 2007.
 
 *Option
        Grants in the Last Fiscal Year*
 Number
                  of
                securities
                underlying
                option
              
              Percent
                of
                  total
                options
                granted
                  to
                employees
                in
                  fiscal
              
              Exercise
                Price
              
              Expiration
              
              Potential
                  realizable
                value
                  at assumed
                annual
                  rates of
                appreciation
                for
                  option termgranted
              
              year
              
              ($/share)
              
              Date
              
              5%
              
              10%T.
                  Wier
              
              0
              
              --
              
              --
              
              --
              
              --
              
              --
 
 The
        following tables set forth certain information regarding the stock grants
        received by the executive officers named in the table above during the year
        ended March 31, 2007 and held by them unvested at March 31, 2007.
 
 *Unvested
        Stock Awards in the Last Fiscal Year*
 Number
                  of
                Shares
                  That
                Have
                  Not
                Vested
              
              Market
                  Value
                of
                  Shares That
                Have
                  Not
                VestedT.
                  Wier
              
              0
              
              --
 
 **Item
                  11.**
              **Security
                  Ownership of Certain Beneficial Owners and
                  Management**
 
 The
        following table sets forth information known to us with respect to the
        beneficial ownership of our common stock as of the date of this prospectus
        by
        the following:
 
 ·
              each
                  shareholder known by us to own beneficially more than 5% of our
                  common
                  stock;
 
 ·
              Thaddeus
                  A. Wier, Jr., our Chief Executive
                  Officer
 
  15
  ·
              each
                  of our directors; and
 
 ·
              all
                  directors and executive officers as a
                  group.
 
 There
        are
        182,621,918 shares of our common stock outstanding on the date of this
        report.  Except as otherwise indicated, we believe that the beneficial
        owners of the common stock listed below have sole voting power and investment
        power with respect to their shares,  subject to community property
        laws where applicable.  Beneficial ownership is determined in
        accordance with the rules of the Securities and Exchange
        Commission.
 
 In
        computing the number of shares beneficially owned by a person and the percent
        ownership of that person, we include shares of common stock subject to options
        or warrants held by that person that are currently exercisable or will become
        exercisable within 60 days. We do not, however, include these “issuable” shares
        in the outstanding shares when we compute the percent ownership of any other
        person.
 
 *Name
                  and Address*
                *of
                  Beneficial Owner(1)*
              
              *Amount
                  and Nature*
                *of
                  Beneficial*
                *Ownership*
              
              
              *Percentage*
                *of
                  Class*Thaddeus
                  A. Wier, Jr.
              
              83,769,892
              (2)
              
              45.9%Patrick
                  T. Parker
              
              3,689,745
              (3)
              
              2.0%Carlos
                  Huerta
              
              38,575,745
              (4)
              
              21.1%Dan
                  DeArmas
              
              500,000
              
              
              0.3%All
                  officers and directors as
                a
                  group (5 persons)
              
              126,935,382
              
              
              69.5%
 ____________________________
 (1)
              The
                  address of each shareholder, unless otherwise noted, is c/o Centale,
                  Inc.
                  191 Main Street, East Aurora, NY
                  14052.
 (2)
              Includes
                  289,800 shares owned by Mr. Wier’s minor
                  children.
 (3)
              Includes
                  60,000 shares owned by Mr. Parker’s spouse and 5,000 shares owned by his
                  daughter.
 (4)
              Includes
                  (a) 37,029,918 shares owned by Go Global, Inc., of which Mr. Huerta
                  is the
                  sole owner, and (b) 310,000 shares that Mr. Huerta holds as trustee
                  of
                  trust for the benefit of his minor
                  children.
 
 *Equity
        Compensation Plan Information*
 
 The
        information set forth in the table below regarding equity compensation plans
        (which include individual compensation arrangements) was determined as of
        March
        31, 2007.
 
 
  16
  
 Number
                  of securities to be issued upon exercise of outstanding options,
                  warrants
                  and rights
              
              Weighted
                  average exercise price of outstanding options, warrants and
                  rights
              
              Number
                  of securities remaining available for future issuance under equity
                  compensation plansEquity
                  compensation plans approved by security holders
              
              0
              
              --
              
              0Equity
                  compensation plans not approved by security holders
              
              0
              
              --
              
              0Total
              
              0
              
              --
              
              0
 
 **Item
                  12.**
              **Certain
                  Relationships and Related Transactions and Director
                  Independence**
 
 Related
        Party Transactions
 
 *Thaddeus
        A. Wier, Jr.*
  Commencing
        in February 2004, Thaddeus A. Wier, Jr. organized the current business of
        Centale.  Mr. Wier was responsible for recruiting most of our current
        management and for strategizing the current business plan.  He also
        sold to Centale, for $100,000, the core technology on which the Catalyst
        EVTM is
        based.  From February 2004 until November 2004 Mr. Wier served as
        President of Centale pursuant to an employment agreement with
        Centale.
  In
        November 2004 Mr. Wier resigned from his position as an officer and member
        of
        Centale’s Board of Directors.  In connection with his resignation, Mr.
        Wier exercised his option to acquire one million shares of Centale common
        stock
        in exchange for forgiveness of the $100,000 that Centale owed to Mr. Wier
        for
        the Catalyst technology.  At that time, Centale issued a $125,000 note
        to Mr. Wier in compensation for unpaid salary and bonus.  Centale also
        entered into an Advisory Agreement with Mr. Wier, in which he undertook to
        provide consulting services to Centale’s Board and executive officers in the
        areas of business development, investor relations, public relations and
        finance.  For these services Centale agreed to pay Mr. Wier a fee of
        $20,000 per month until October 31, 2006.  Centale issued to Mr.
        Wier’s spouse, Donna Wier, an option to purchase 1.5 million shares of Centale
        common stock if certain performance criteria were met.
  From
        time
        to time during 2005 and early 2006, Donna Wier loaned funds to Centale for
        working capital.  Centale issued several short-term promissory notes
        to Ms. Wier, but repeatedly defaulted in paying the notes by their
        terms.  Centale also defaulted in making payments under Mr. Wier’s
        Advisory Agreement, and he assigned his rights under that agreement to Donna
        Wier.  In November 2005, then Donna Wier agreed to cancel a debt in
        excess of $650,000 owed to her by Centale, in consideration of Centale’s
        agreement to renegotiate the debt.
   17
  On
        February 1, 2006 Centale entered into an Agreement in Satisfaction with Donna
        A.
        Wier and Thaddeus A. Wier, Jr.  Pursuant to the Agreement in
        Satisfaction:
  ·
              Centale
                  issued a demand promissory note for $150,000 to Ms.
                  Wier.  Subsequently it issued notes for an additional $127,562
                  in consideration of loans.  Centale secured the notes by a first
                  lien on all of Centale’s assets.
 ·
              Centale
                  issued a Common Stock Purchase Warrant, which permitted Ms. Wier
                  to
                  purchase 6,500,000 common shares at $.01 per
                  share.
 ·
              Centale
                  agreed to file with the Securities and Exchange Commission a registration
                  statement that would permit Ms. Wier to resell to the public the
                  shares
                  underlying the Warrant.
 ·
              Centale
                  entered into a consulting agreement with Thaddeus A. Wier, Jr.,
                  pursuant
                  to which it agreed to pay Mr. Wier a fee of $175 per hour for management
                  consulting services.
 ·
              Centale
                  entered into an Agency Agreement with Thaddeus A. Wier, Jr. that
                  granted
                  him certain rights to market the Catalyst
                  EVTM.
  In
        August
        2006 Centale entered into a Refinancing Agreement with Thaddeus A. Wier,
        Jr.
        Donna A. Wier, Carlos Huerta, and Patrick T. Parker.  Pursuant to the
        Refinancing Agreement, Mr. Huerta paid $500,000 to Donna Wier in full
        satisfaction of all obligations of Centale to her and Mr.
        Wier.  Centale issued to Mr. Huerta an 18% Promissory Note in the
        principal amount of $675,000, due on August 4, 2007, and secured by a pledge
        of
        all of Centale’s assets.  In consideration of the extension of the
        loan and in satisfaction of a $175,000 debt incurred in 2005, Centale issued
        to
        Mr. Huerta’s company, Go Global, Inc., 2,750,000 shares of common
        stock.   Centale also issued 1,000,000 shares to Patrick T.
        Parker in settlement of debts, and Mr. Parker assigned those shares and an
        additional 750,000 shares to Go Global, Inc. in connection with the
        agreement.  At the same time, Donna Wier exercised her Common Stock
        Purchase Warrant in full, and assigned the shares to Thaddeus A. Wier,
        Jr.  Centale subsequently filed a registration statement that permits
        Mr. Wier and Mr. Huerta to sell to the public the shares they acquired under
        the
        Refinancing Agreement.
  On
        December 6, 2006 Centale issued 84,224,959 shares of common stock to Thaddeus
        A.
        Wier, Jr. in consideration of his agreement to cancel the Agency
        Agreement.  The shares were valued at $.03 per share, which was the
        market price on that date.
 
 *Carlos
        Huerta*
  In
        the
        Spring of 2005 Mr. Huerta purchased 310,000 shares of common stock from Centale
        for a cash payment of $310,000.
  In
        June
        2005 Mr. Huerta loaned $175,000 to Centale.  In exchange for the loan,
        Centale gave Mr. Huerta a $175,000 demand promissory note and issued 175,000
        shares of common stock to Mr. Huerta.
  In
        August
        2006 Mr. Huerta and Centale entered into a Refinancing Agreement along with
        Thaddeus A. Wier, Jr. Donna A. Wier, and Patrick T. Parker, a shareholder
        of
        Centale.  Pursuant to the Refinancing Agreement, Mr. Huerta paid
        $500,000 to Donna Wier in full satisfaction of all obligations of Centale
        to her
        and Mr. Wier.  Centale issued to Mr. Huerta an 18% Promissory Note in
        the principal amount of $675,000, due on August 4, 2007, and secured by a
        pledge
        of all of Centale’s assets.  In consideration of the extension of the
        loan and in satisfaction of the $175,000 debt incurred in 2005, Centale issued
        to Mr. Huerta’s company, Go Global, Inc., 2,750,000 shares of common
        stock.   Centale also issued 1,000,000 shares to Patrick T.
        Parker in settlement of debts, and Mr. Parker assigned those shares and an
        additional 750,000 shares to Go Global, Inc. in connection with the
        agreement.  Centale subsequently filed a registration statement that
        permits Mr. Huerta to sell to the public up to 2,000,000 of the shares he
        acquired under the Refinancing Agreement.
  
  18
  After
        August 2006 Mr. Huerta has made a number of loans to Centale for working
        capital.  On December 6, 2006 Centale issued 32,529,918 shares of
        common stock to Go Global, Inc. in consideration of its cancellation of a
        debt
        in the amount of $975,897.55 owed to it by Centale.
 
 *Director
        Independence*
 
 The
        following member of our Board of
        Directors is independent, as “independent” is defined in the rules of the NASDAQ
        National Market System:  Dan DeArmas.
 
 **Item
                  13.**
              **Exhibit
                  List**
 
 *(a)
        Financial Statements*
 
 Report
        of
        Independent Registered Public Accounting Firm
 
 Balance
        Sheets - March 31, 2007 and 2006
 
 Statements
        of Changes in Stockholders’ Equity (Deficit) - Years Ended March 31, 2007 and
        2006
 
 Statements
        of Operations - Years ended March 31, 2007 and 2006
 
 Statements
        of Cash Flows - Years ended March 31, 2007 and 2006
 
 Notes
        to
        Financial Statements
 
 *(b)
        Exhibit List*
 
 3-a
              Certificate
                  of Incorporation, as amended through June 2004 – filed as an exhibit to
                  the Registration Statement on Form 10-SB (File No.: 000-50863)
                  and
                  incorporated herein by reference.
  3-a(1)
              Certificate
                  of Amendment of Certificate of Incorporation executed on November
                  25, 2005
                  – filed as an exhibit to the Current Report on Form 8-K dated November
                  29,
                  2005 and incorporated herein by
                  reference.
  3-b
              Second
                  Amended and Restated By-laws – filed as an exhibit to the Company's
                  Current Report on Form 8-K dated November 17, 2005 and incorporated
                  herein
                  by reference.
  10-a
              Software
                  Development Agreement with Netsmartz LLC dated July 1, 2004 - filed
                  as an
                  exhibit to the Registration Statement on Form 10-SB (File No.:
                  000-50863)
                  and incorporated herein by
                  reference.
   19
  21
              Subsidiaries
                  - none
  31
              Rule
                  13a-14(a) Certification
  32
              Rule
                  13a-14(b) Certifications
 
 **Item
                  14.**
              **Principal
                  Accountant Fees and
                  Services**
 
 *Audit
        Fees*
 
 Rotenberg
&
Co.
        LLP billed $11,000
        in connection with the audit of the Company’s financial statements for the year
        ended March 31, 2007 and $15,000 in connection with the audit of the Company’s
        financial statements for the year ended March 31, 2006.  Also included
        in those billings were services performed in connection with the reviews
        of the
        Company’s financial statements for the interim quarterly periods as well as
        those services normally provided by the accountant in connection with the
        Company’s statutory and regulatory filings for fiscal 2007 and
        2006.
 
 *Audit-Related
        Fees*
 
 Rotenberg
&
Co.,
        LLP billed the
        Company $11,000 for Audit-Related fees during the year ended March 31, 2007
        and
        $6,000 for Audit-related fees during the year ended March 31, 2006.
 
 *Tax
        Fees*
 
 Rotenberg
&
Co.,
        LLP billed $0 to
        the Company in the year ended March 31, 2007 for professional services rendered
        for tax compliance, tax advice and tax planning.  Rotenberg & Co.,
        LLP billed $0 to the Company in the year ended March 31, 2006 for professional
        services rendered for tax compliance, tax advice and tax planning.
 
 *All
        Other Fees*
 
 Rotenberg
&
Co.,
        LLP the Company $0
        for other services during the year ended March 31,
        2007.   Rotenberg & Co., LLP the Company $0 for other
        services during the year ended March 31, 2006.
 
 It
        is the policy of the Company that
        all services other than audit, review or attest services must be pre-approved
        by
        the Board of Directors.  All of the services described above were
        approved by the Board of Directors.
 
 
  20
   REPORT
        OF
        INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
 
 To
        the
        Board of Directors
 and
        Stockholders
 Centale,
        Inc.
 (A
        New
        York Corporation)
 East
        Aurora, New York
 
 
 We
        have audited the accompanying
        balance sheets of Centale, Inc. as of March 31, 2007 and 2006, and the related
        statements of operations, changes in stockholders' equity (deficit), and
        cash
        flows for the years then ended.  These financial statements are the
        responsibility of the Company's management.  Our responsibility is to
        express an opinion on these financial statements based on our
        audits.
 
 We
        conducted our audits in accordance
        with the standards of the Public Company Accounting Oversight Board (United
        States).  Those standards require that we plan and perform the audits
        to obtain reasonable assurance about whether the financial statements are
        free
        of material misstatement.  An audit includes examining, on a test
        basis, evidence supporting the amounts and disclosures in the financial
        statements.  An audit also includes assessing the accounting
        principles used and significant estimates made by management, as well as
        evaluating the overall financial statement presentation.  We believe
        that our audits provide a reasonable basis for our opinion.
 
 In
        our opinion, the financial
        statements referred to above present fairly, in all material respects, the
        financial position of the Company as of March 31, 2007 and 2006, and the
        results
        of its operations and its cash flows for the years then ended, in conformity
        with accounting principles generally accepted in the United States of
        America.
 
 The
        accompanying financial statements
        have been prepared assuming Centale, Inc. will continue as a going
        concern.  As discussed in Note G to the financial statements, the
        Company has incurred losses that have resulted in an accumulated
        deficit.  This condition raises substantial doubt about the Company’s
        ability to continue as a going concern.  Management’s plans regarding
        this matter are described in Note G.  The financial statements do not
        include any adjustments that might result from the outcome of this
        uncertainty.
 
 /s/
        Rotenberg & Co., llp
 
 Rotenberg
        & Co., llp
 Rochester,
        New York
 June
        28,
        2007
 
 
 
  F-1
  **CENTALE,
        INC.**
 **BALANCE
        SHEETS**
 **MARCH
        31, 2007 AND 2006**
 
 
 **2007**
              
              
              **2006**ASSETSCurrent
                  AssetsCash
                  and Cash Equivalents
              
              
              275
              
              
              
              29,385Accounts
                  Receivable
                (net
                  of allowance for doubtful accounts of zero dollars)
              
              
              0
              
              
              
              14,388Employee
                  Receivable
              
              
              0
              
              
              
              1,500Total
                  Current Assets
              
              
              275
              
              
              
              45,273Fixed
                  AssetsFurniture,
                  Fixtures, Equipment
              
              
              0
              
              
              
              65,261Less:
                  Accumulated Depreciation
              
              
              0
              
              
              
              (19,901
              )Total
                  Fixed Assets
              
              
              0
              
              
              
              45,360Other
                  AssetsSoftware
                  Development
              
              
              153,479
              
              
              
              170,000Software
                  Technology
              
              
              129,950
              
              
              
              229,950Less:
                  Accumulated Amortization
              
              
              (132,119
              )
              
              
              (90,540
              )Customer
                  List
              
              
              0
              
              
              
              550,000Investment
                  in Circle Group Holdings
              
              
              50,000
              
              
              
              0Investment
                  in FSBO
              
              
              13,500
              
              
              
              0Security
                  deposits
              
              
              0
              
              
              
              16,405Total
                  Other Assets
              
              
              214,810
              
              
              
              875,815TOTAL
                  ASSETS
              
              
              215,085
              
              
              
              966,448LIABILITIES
                  & EQUITYCurrent
                  LiabilitiesAccounts
                  Payable
              
              
              319,582
              
              
              
              276,094Accrued
                  Expenses
              
              
              203,470
              
              
              
              0Loan
                  Payable
              
              
              36,716
              
              
              
              0L/P
                  -Stockholders
              
              
              173,579
              
              
              
              822,562Payroll
                  Tax Liabilities
              
              
              10,176
              
              
              
              0Total
                  Current Liabilities
              
              
              743,523
              
              
              
              1,098,656Total
                  Liabilities
              
              
              743,523
              
              
              
              1,098,656EquityCommon
                  Stock:  $.01 Par, 250,000,000 Authorized 173,511,482 and
                  20,989,962 Shares Issued and Outstanding as of March 31, 2007 and
                  March
                  31, 2006, respectively
              
              
              1,735,115
              
              
              
              209,900Preferred
                  Stock:  $.01 Par, 5,000,000 Shares Authorized No Shares
                  Outstanding
              
              
              6,395,092
              
              
              
              2,780,922Additional
                  Paid In CapitalAccumulated
                  Deficit
              
              
              (8,658,645
              )
              
              
              (3,123,030
              )Total
                  Stockholders' Equity (Deficit)
              
              
              (528,438
              )
              
              
              (132,208
              )TOTAL
                  LIABILITIES & EQUITY
              
              
              215,085
              
              
              
              966,448
 
 The
        accompanying notes are an integral part of these financial
        statements.
  F-2
  **CENTALE,
        INC.**
 **STATEMENTS
        OF CHANGES IN STOCKHOLDERS' EQUITY (DEFICIT)**
 **MARCH
        31, 2007 AND 2006**
 
 
 **COMMON
                  STOCK**
              
              
              **ADDITIONAL**
              
              
              
              
              
              **STOCKHOLDER****NUMBER
                  OF**
              
              
              
              
              
              **PAID
                  IN**
              
              
              **ACCUMULATED**
              
              
              **EQUITY****SHARES**
              
              
              **VALUE**
              
              
              **CAPITAL**
              
              
              **DEFICIT**
              
              
              **(DEFICIT)**BALANCE
                  - MARCH 31, 2005
              
              
              16,766,000
              
              
              
              167,660
              
              
              
              1,233,024
              
              
              
              (1,044,371
              )
              
              
              356,313Common
                  Stock Issued for Cash
              
              
              885,500
              
              
              
              8,855
              
              
              
              544,145
              
              
              
              
              
              
              
              553,000Common
                  Stock Issued in Satisfaction of Note Payable
              
              
              1,000,000
              
              
              
              10,000
              
              
              
              427,796
              
              
              
              
              
              
              
              437,796Common
                  Stock Issued in Exchange for Services
              
              
              2,094,898
              
              
              
              20,949
              
              
              
              228,393
              
              
              
              
              
              
              
              249,342Common
                  Stock Issued in Exchange for Assets
              
              
              500,000
              
              
              
              5,000
              
              
              
              545,000
              
              
              
              
              
              
              
              550,000Common
                  Stock Conversion to Note Payable
              
              
              (256,436
              )
              
              
              (2,564
              )
              
              
              (197,436
              )
              
              
              
              
              
              
              (200,000
              )Net
                  Loss for the Period
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (2,078,659
              )
              
              
              (2,078,659
              )BALANCE
                  - MARCH 31, 2006
              
              
              20,989,962
              
              
              
              209,900
              
              
              
              2,780,922
              
              
              
              (3,123,030
              )
              
              
              (132,208
              )Common
                  Stock Issued for Cash
              
              
              1,190,415
              
              
              
              11,904
              
              
              
              108,805
              
              
              
              
              
              
              
              120,709Common
                  Stock Issued for Intangible Assets
              
              
              2,500,000
              
              
              
              25,000
              
              
              
              500,000
              
              
              
              
              
              
              
              525,000Common
                  Stock Issued for Agency Termination Fee
              
              
              84,224,959
              
              
              
              842,250
              
              
              
              0
              
              
              
              
              
              
              
              842,250Common
                  Stock Returned for Release of Intangible Asset
              
              
              (500,000
              )
              
              
              (5,000
              )
              
              
              (545,000
              )
              
              
              
              
              
              
              (550,000
              )Common
                  Stock Issued in Satisfaction of Notes Payable
              
              
              44,665,742
              
              
              
              446,657
              
              
              
              973,924
              
              
              
              
              
              
              
              1,420,581Common
                  Stock Issued in Exchange for Services
              
              
              11,339,798
              
              
              
              113,398
              
              
              
              1,912,191
              
              
              
              
              
              
              
              2,025,589Common
                  Stock Issued in Exchange for Loan Fee
              
              
              3,950,000
              
              
              
              39,500
              
              
              
              664,250
              
              
              
              
              
              
              
              703,750Common
                  Stock Issued in Exchange for Interest Expense
              
              
              5,150,606
              
              
              
              51,506
              
              
              
              -0-
              
              
              
              
              
              
              
              51,506Net
                  Loss for the Period (unaudited)
              
              
              
              
              
              
              
              
              
              
              
              
              
              
              (5,535,615
              )
              
              
              (5,535,615
              )BALANCE
                  - MARCH 31, 2007
              
              
              173,511,482
              
              
              
              1,735,115
              
              
              
              6,395,092
              
              
              
              (8,658,645
              )
              
              
              (528,438
              )
 
 
 The
        accompanying notes are an integral part of these financial
        statements.
  F-3
  **CENTALE,
        INC.**
 **STATEMENTS
        OF OPERATIONS**
 **THE
        YEARS ENDED MARCH 31, 2007 AND 2006**
 
 
 **March
                  31, 2007**
              
              
              **March
                  31, 2006**REVENUES
              
              
              697,216
              
              
              
              265,990DIRECT
                  COSTS:Commissions
              
              
              21,585
              
              
              
              0Subcontracted
                  Labor
              
              
              4,600
              
              
              
              186,536Technology
                  services
              
              
              126,562
              
              
              
              287,810Total
                  Direct Costs
              
              
              152,747
              
              
              
              474,346GROSS
                  MARGIN
              
              
              544,469
              
              
              
              (208,356
              )EXPENSESAdvertising
              
              
              208,018
              
              
              
              180,231Agency
                  Termination Fee
              
              
              842,250Amortization
              
              
              80,121
              
              
              
              65,540Bad
                  Debt
              
              
              286,651
              
              
              
              0Consulting
                  Services
              
              
              1,870,550
              
              
              
              525,560Depreciation
              
              
              16,234
              
              
              
              18,794Impairment
                  of Goodwill
              
              
              525,000
              
              
              
              0Impairment
                  of Intangible Assets
              
              
              81,458
              
              
              
              0Insurance
                  Expense
              
              
              42,537
              
              
              
              47,478Interest
                  Expense
              
              
              127,165
              
              
              
              3,598Loan
                  Fees
              
              
              703,750
              
              
              
              0Loss
                  on Disposal of Assets
              
              
              67,685
              
              
              
              0Miscellaneous
              
              
              17,767
              
              
              
              35,535Office
                  Expense
              
              
              94,862
              
              
              
              160,226Officers'
                  Compensation
              
              
              263,265
              
              
              
              184,018Professional
                  Services
              
              
              249,964
              
              
              
              173,576Rent
              
              
              141,099
              
              
              
              114,742Salaries
                  & Wages
              
              
              467,649
              
              
              
              214,845Travel
                  Expense
              
              
              35,455
              
              
              
              146,848Total
                  Expense
              
              
              6,121,480
              
              
              
              1,870,991Loss
                  from Operations
              
              
              (5,577,011
              )
              
              
              (2,079,347
              )Other
                  Income / (Expense)Other
                  Income / (Expense)
              
              
              41,396
              
              
              
              688NET
                  LOSS FOR THE PERIOD
              
              
              (5,535,615
              )
              
              
              (2,078,659
              )LOSS
                  PER SHARE:Basic
              
              
              (0.05
              )
              
              
              (0.10
              )Fully
                  Diluted
              
              
              (0.05
              )
              
              
              (0.10
              )WEIGHTED
                  AVERAGE COMMON SHARES OUTSTANDING:Basic
              
              
              102,927,971
              
              
              
              18,966,866Fully
                  Diluted
              
              
              102,927,971
              
              
              
              18,966,866
 
 
 The
        accompanying notes are an integral part of these financial
        statements.
  F-4
  **CENTALE,
        INC.**
 **STATEMENT
        OF CASH FLOWS**
 **FOR
        YEARS ENDED MARCH 31, 2007 AND 2006**
 
 
 **March
                  31, 2007**
              
              
              **March
                  31, 2006**CHANGES
                  IN ASSETS AND LIABILITIESNet
                  Loss for the Period
              
              
              (5,535,615
              )
              
              
              (2,078,659
              )NON-CASH
                  ADJUSTMENTSDepreciation
                  and  Amortization
              
              
              96,355
              
              
              
              84,334Bad
                  Debt
              
              
              286,651
              
              
              
              0Agency
                  Termination Fee
              
              
              842,250Impairment
                  of Goodwill
              
              
              525,000
              
              
              
              0Impairment
                  of Intangible Assets
              
              
              81,458
              
              
              
              0Loss
                  on Disposal of Assets
              
              
              67,685
              
              
              
              0Common
                  Stock issued in exchange for services
              
              
              2,025,589
              
              
              
              249,342Common
                  Stock issued in exchange for loan fee
              
              
              703,750
              
              
              
              0Commons
                  Stock issued in exchange for interest expense
              
              
              51,506
              
              
              
              0Note
                  Payable in exchange for services
              
              
              771,600
              
              
              
              437,796Cash
                  Flows from Operating ActivitiesAccounts
                  Receivable
              
              
              (335,763
              )
              
              
              (14,388
              )Employee
                  Advance
              
              
              1,500
              
              
              
              42,499Security
                  Deposit
              
              
              16,405
              
              
              
              0Accounts
                  Payable, Accrued Expenses and Payroll Tax Liabilities
              
              
              257,135
              
              
              
              217,892Net
                  cash provided by Operating Activities
              
              
              (144,494
              )
              
              
              (1,061,184
              )Cash
                  Flows from Investing ActivitiesPurchases
                  of Computer software
              
              
              (3,479
              )
              
              
              (149,950
              )Purchases
                  of Furniture, Fixtures, Equipment
              
              
              (38,562
              )
              
              
              (23,689
              )Net
                  Cash Used in Investing Activities
              
              
              (42,041
              )
              
              
              (173,639
              )CASH
                  FLOWS FROM FINANCING ACTIVITIESProceeds
                  from Loans to Stockholders
              
              
              0
              
              
              
              597,562Proceeds
                  from Loan Payable
              
              
              36,716
              
              
              
              (25,000
              )Proceeds
                  from Issuance of Common Stock
              
              
              120,709
              
              
              
              553,000Net
                  cash provided by Financing Activities
              
              
              157,425
              
              
              
              1,125,562NET
                  CHANGE IN CASH AND CASH EQUIVALENTS
              
              
              (29,110
              )
              
              
              (109,261
              )CASH
                  AND CASH EQUIVALENTS -BEGINNING OF PERIOD
              
              
              29,385
              
              
              
              138,646CASH
                  AND CASH EQUIVALENTS - END OF PERIOD
              
              
              275
              
              
              
              29,385SUPPLEMENTAL
                  DISCLOSURESInterest
                  Paid
              
              
              0
              
              
              
              3,598Income
                  Taxes Paid
              
              
              100
              
              
              
              250SUPPLEMENTAL
                  DISCLOSURE OF NON-CASH INVESTING AND
                  FINANCING ACTIVITIESCommon
                  Stock issued for Intangible Assets
              
              
              1,367,250
              
              
              
              550,000Common
                  Stock Returned for Release of Intangible Assets
              
              
              (550,000
              )
              
              
              0Common
                  Stock issued in Satisfaction of Notes Payable
              
              
              1,420,581
              
              
              
              437,796
 
  The
        accompanying notes are an integral part of these financial
        statements.
  F-5
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 **NOTE
        A – THE COMPANY**
 
 *History*
 
 The
        Company was incorporated under the
        laws of the State of New York on November 12, 1998 as Safe Harbour Health
        Care
        Properties, Ltd.  In July 2004, the Company changed its name to
        Centale, Inc.
 
 The
        Company was engaged in the business
        of leasing real estate to health care facilities.  During 1999, the
        Company ceased its operations and commenced actions to voluntarily seek
        protection from creditors under the bankruptcy code.  During 2003, the
        Company distributed its assets to the creditors in satisfaction of its
        outstanding liabilities.  The bankruptcy was subsequently
        dismissed.  The Company remained dormant until 2004, when one of the
        Company’s shareholders purchased a controlling interest.  In February
        2004, the Company began its development stage as an internet based marketing
        company.  The development stage ended within the second and third
        quarter of fiscal year ended March 31, 2006.
 
 *Nature
        of Operations*
 
 The
        Company, as of the date of these
        financial statements, is operating as a technology solutions
        provider.  The internet marketing was discontinued early in the third
        quarter of this fiscal year due to difficulties with service providers and
        subsequent cancellations by customers.  Both the Florida and the
        former Advance Theory, Inc. offices were closed as a result, in an attempt
        to
        reduce future overhead expenses.
 
 **NOTE
        B – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES**
 
 *Method
        of Accounting*
 
 The
        financial statements of Centale,
        Inc. (the “Company” included herein, have been prepared by the Company pursuant
        to the rules and regulations of the Security Exchange Commission (the
“SEC”).  The Company maintains its books and prepares its financial
        statements on the accrual basis of accounting.
 
 The
        accompanying financial statements
        reflect all adjustments of a normal and recurring nature which are, in the
        opinion of management, necessary to present fairly the financial position,
        results of operations and cash flows of the Company for the period April
        1, 2006
        through March 31, 2007.  Factors that affect the comparability of
        financial data from year to year include nonrecurring expenses associated
        with
        the Company’s registration with the SEC, costs incurred to raise capital and
        stock awards.
 
  F-6
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 *Cash
        and Cash Equivalents*
 
 Cash
        and cash equivalents include time
        deposits, certificates of deposits and all highly liquid debt instruments
        with
        original maturities of three months or less.
 
 The
        Company maintains cash and cash
        equivalents at financial institutions, which periodically may exceed federally
        insured amounts.
 
 *Reclassifications*
 
 Certain
        reclassifications have been
        made to the financial statement presentation in the prior year to correspond
        to
        the current year’s format.  Total equity and net income are unchanged
        due to these reclassifications.
 
 *Income
        Taxes*
 
 The
        Company accounts for income taxes
        in accordance with SFAS No. 109 “Accounting for Income Taxes” using the asset
        and liability approach, which requires recognition of deferred tax liabilities
        and assets for the expected future tax consequences of temporary differences
        between the carrying amounts and the tax  basis of such assets and
        liabilities.  This method utilizes enacted statutory tax rates in
        effect for the year in which the temporary differences are expected to reverse
        and gives immediate effect to changes in the income tax rates upon
        enactment.  Deferred tax assets are recognized, net of any valuation
        allowance, for temporary differences and net operating loss and tax credit
        carry
        forwards.  Deferred income tax expense represents the change in net
        deferred assets and liability balances.  The Company had no material
        deferred tax assets or liabilities for the periods
        presented.  Deferred income taxes result from temporary differences
        between the basis of assets and liabilities recognized for differences between
        the financial statement and tax basis thereon, and for the expected future
        benefits to be derived from net operating losses and tax credit carry
        forwards.  The Company has had significant operating losses and a
        valuation allowance is recorded for the entire amount of the deferred tax
        assets.
 
 *Fixed
        Assets and Depreciation*
 
 Property
        and equipment are stated at
        cost, less accumulated depreciation computed using the straight line method
        over
        estimated useful lives as follows:
 
 Computer
                  Equipment
              3
                  YearsFurniture
                  & Fixtures
              7
                  Years
 
 
  F-7
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 *Impairment
        of Assets*
 
 The
        Company evaluates its long-lived
        assets for financial impairment on a regular basis in accordance with Statement
        of Financial Accounting Standards No. 144, “Accounting for the Impairment or
        Disposal of Long-Lived Assets”.
 
 The
        Company evaluates the
        recoverability of long-lived assets not held for sale by measuring the carrying
        amount of assets against the estimated discounted future cash flows associated
        with them.  At the time such evaluations indicate that the future
        discounted cash flows of certain long-lived assets are not sufficient to
        recover
        the carrying value of such assets, therefore, the assets are adjusted to
        their
        fair values.
 
 *Loss
        per Common Share*
 
 Earnings
        (loss) per common share is
        computed in accordance with SFAS No. 128 “Earnings by Share” by dividing income
        available to common stockholders by weighted average number of common shares
        outstanding for each period.
 
 *Use
        of Estimates*
 
 The
        preparation of financial statements
        in conformity with generally accepted accounting principles requires management
        to make estimates and assumptions that affect the reported amounts of assets
        and
        liabilities and disclosure of contingent assets and liabilities at the date
        of
        the financial statements and the reported amounts of revenue and expenses
        during
        the reporting period.  Actual results can differ from those
        estimates.
 
 *Revenue
        Recognition*
 
 Revenue
        from execution of license
        agreements consists of a one-time development fee and periodic maintenance
        fees.  The revenue is earned and recognized in conjunction with the
        provisions of the agreements.
 
 *New
        Pronouncements*
 
 In
        July 2006, the Financial Accounting
        Standards Board (“FASB”) issued interpretation (“FIN”) No. 48, “Accounting for
        Uncertainty in Income Taxes”.  FIN No. 48 heightens the threshold for
        recognizing and measuring tax benefits and requires enterprises to make explicit
        disclosures about uncertainties in their income tax positions, including
        a
        detailed roll forward of tax benefits taken that do not qualify for financial
        statement recognition.  FIN No. 48 is effective for fiscal years
        beginning after December 15, 2006.  The Company is currently
        evaluating the potential impact FIN No. 48 will have on the Company’s financial
        position, results of operation and cash flows.
 
  F-8
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 In
        September 2006, the FASB issued
        Statement of Financial Accounting Standard (“SFAS”) No. 157, Fair Value
        Measurements.  SFAS 157 defines fair value, establishes a framework
        for measuring fair value, and expands disclosures about fair value
        measurements.  SFAS 157 applies to other accounting pronouncements
        that require or permit fair value measurements, but does not require any
        new
        fair value measurements.  SFAS 157 is effective for financial
        statements issued for fiscal years beginning after November 15, 2007, and
        interim periods within those years.  The Company is currently
        evaluating the effect of the guidance contained in SFAS 157 and does not
        expect
        the implementation to have a material effect on the Company’s financial
        statement.
 
 **NOTE
        C – OTHER ASSETS**
 
 During
        the fiscal year ended March 31,
        2006, the Company began using Software Development and Software Technology
        intangible assets.  The Company is amortizing the cost of such
        intangible assets over their estimated useful lives of 5 years, using the
        straight-line method.
 
 Estimated
        annual amortization expenses
        for the five years succeeding March 31, 2007 are as follows:
 
 2008
              
              2009
              
              2010
              
              2011
              
              2012$55,990
              
              $55,990
              
              $25,990
              
              $13,340
              
              $0
 
 **NOTE
        D – NOTES PAYABLE – STOCKHOLDERS**
 
 Note
        payable – stockholders consists of
        various notes payable to individual stockholders as follows:
 
 March
                  31, 2007
              
              
              March
                  31, 2006Note
                  Payable – Stockholder, executed June 28, 2005, payable upon demand,
                  unsecured and non-interest bearing,  common stock issued for
                  release of debt.
              
              $
              -
              
              
              $
              175,000Note
                  Payable – Stockholder, executed March 1, 2006, payable in monthly
                  installments beginning May 1, 2006, unsecured.  Common stock was
                  issued for release of debt.
              
              $
              -
              
              
              $
              300,000
 
 
 
  F-9
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 **NOTE
        D – NOTES PAYABLE – STOCKHOLDERS (continued)**
 
 March
                  31, 2007
              
              
              March
                  31, 2006Note
                  Payable – Stockholder, originally executed on February 1, 2006, in the
                  amount of $150,000, payable upon demand with monthly interest only
                  payments and was a secured loan.  Common stock was issued in
                  September 2006 for the release of debt.  The current loan amount
                  consists of accrued salary of $47,600 and actual loan of $17,500,
                  both
                  non-interest bearing and unsecured.
              
              $
              65,100
              
              
              $
              277,562Note
                  Payable – Stockholder, executed March 17, 2006, payable upon demand,
                  unsecured and non-interest bearing.  Common stock was issued in
                  satisfaction of debt.
              
              $
              -
              
              
              $
              20,000Note
                  Payable – Stockholder, executed March 28, 2006, payable upon demand,
                  unsecured with monthly interest only payments was originally stated
                  as
                  $25,000 and was corrected to actual amount of $12,500.  Common
                  stock was issued in lieu of payment of interest, 15% annum, in
                  December
                  2006.
              
              $
              12,500
              
              
              $
              25,000Note
                  Payable – Stockholder, executed March 28, 2006, payable upon demand,
                  unsecured with monthly interest only payments was originally stated
                  as
                  $25,000 and was corrected to actual amount of $12,500.  Common
                  stock was issued in lieu of payment of interest, 15% annum, in
                  December
                  2006
              
              $
              12,500
              
              
              $
              25,000Note
                  Payable – Stockholder, originally stated as an account payable and later
                  reclassed as a unsecured, non-interest bearing note payable in
                  April
                  2006.
              
              $
              33,479
              
              
              $
              -Note
                  Payable – Stockholder, executed April 13, 2006, payable upon demand. This
                  note is a unsecured, 15% interest annum bearing note.
              
              $
              50,000
              
              
              $
              -Total
                  Amount of Note Payable – Stockholder
              
              $
              173,579
              
              
              $
              822,562
 
 
  F-10
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 **NOTE
        D – NOTES PAYABLE – STOCKHOLDERS (continued)**
 
 The
        five
        year maturities of debt are as follows:
 
 2008
              
              2009
              
              2010
              
              2011
              
              2012$173,579
              
              0
              
              $    0
              
              $    0
              
              $  0
 
 **NOTE
        E – LOANS PAYABLE**
 
 During
        the first quarter, the Company
        purchased equipment with a loan for $39,755, with a balance outstanding at
        fiscal year end of $36,716.  This loan has no specific repayment terms
        as of March 31, 2007.
 
 **NOTE
        F – COMMON STOCK**
 
 During
        the twelve months ended March
        31, 2007, the Company raised capital through issuance of 152,521,520 shares
        of
        common stock.
 
 The
        Company issued 11,339,798 shares of
        its common stock for services.  There were 1,190,415 shares issued for
        cash, 44,665,742 shares issued in satisfaction of Note Payable and 5,150,606
        issued in exchange for interest expense.  There were also 3,950,000
        shares issued in exchange for Loan Fee, 2,500,000 issued for obtaining Advance
        Theory assets in April 2006.
 
 On
        December 26, 2006, 84,224,959 shares
        of stock were issued to TA Wier in regards to the cancellation of his Agency
        Agreement with Centale, Inc.
 
 Centale
        is entered into an agreement
        with Big Apple Consulting, in which Big Apple will use its network to help
        market Centale’s stock and find potential investors.  The term of the
        agreement is December 27, 2006 to December 27, 2007.  Centale has the
        option to extend for an additional 6 months.  As compensation, Big
        Apple has the option to purchase 25,000,000 shares of Centale’s common stock
        based on the following:
 5,000,000
        shares @ $0.10
 10,000,000
        shares @ $0.25
 10,000,000
        shares @ $0.50
 These
        options shall expire December 27, 2007.  During March 2007, Big Apple
        was issued 3,000,000 shares stock for services rendered, per the December
        27,
        2006 agreement.
 
 In
        January 2007, 500,000 shares were
        returned upon the resignation of Brandon Kittendorf, and release of Revelution
        Ads, Inc., 500,000 shares were returned that were issued for prior
        services.
 
 
  F-11
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 **NOTE
        G – GOING CONCERN**
 
 The
        Company’s financial statements have
        been presented on the basis that it is a going concern, which contemplates
        the
        realization of assets and the satisfaction of liabilities in the normal course
        of business.  The Company has reported net losses and an accumulated
        deficit totaling $8,658,645 for the period from date of inception (November
        12,
        1998) through March 31, 2007.
 
 The
        Company’s continued existence is
        dependent upon its ability to raise capital or to successfully market and
        sell
        its product.  The Company plans to raise working capital through
        equity offerings and future profitable operations.  The financial
        statements do not include any adjustments that might be necessary, should
        the
        Company be unable to continue as a going concern.
 
 **NOTE
        H – ACQUISITIONS / DISPOSITIONS**
 
 On
        April 7, 2006, the Company issued
        2,500,000 shares to Kristen Johnson in exchange for the assets of Advance
        Theory, Inc., which were valued at $525,000.  The financial statements
        reflected expenses incurred within Advance Theory, Inc. for the period from
        April through September 30, 2006.
 
 In
        December 2006, Advance Theory, Inc.
        was dissolved.  All monies paid to Advance Theory, Inc. and on behalf
        of Advance Theory, Inc. have been written off as a bad debt.  All
        assets and liabilities remained with the original owners of Advance Theory,
        Inc.
        at the time of disposition and the original investment was recorded as
        Impairment of Goodwill.
 
 **NOTE
        I – OTHER MATTERS**
 
 On
        April 26, 2006, the Company received
        50,000 shares of common stock from Circle Group Holdings, Inc., which had
        a fair
        market value of $50,000.  These shares were issued in lieu of payment
        to the Company from Circle Group Holdings for services rendered.  The
        investment is classified as available for sale.
 
 On
        June 1, 2006, the Company received
        9,645,000 shares of common stock from FSBO Media Holdings, Inc., which had
        a
        fair market value of $13,500.  These shares were issued in payment for
        an email marketing campaign that the Company supplied.  This
        investment is classified as available for sale.
 
 
  F-12
  **CENTALE,
        INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **March
        31, 2007 and 2006**
 **AUDITED**
 
 
 **NOTE
        I – OTHER MATTERS (continued)**
 
 On
        April 11, 2006, stock was issued for
        the total amount of $50,000 received from Tretters.  Per the
        agreement, the amount of $12,500 was to be reported as a loan from Carl Tretter
        and $12,500 as a loan from Cindy Tretter.  The balance of $25,000 was
        to purchase stock equally between Carl and Cindy Tretter.  The loan
        has been correctly recorded in the third quarter and the stock remains with
        the
        Tretters as of March 31, 2007.
 
 On
        March
        31, 2007, $201,396 of vendor balances were written off due to $66,000 in
        returned product, settlements, or abandoned collections.  Of the
        $201,400 amount, the remote possibility of further collection from Centale,
        Inc.
        is approximately $140,000.
 
 **NOTE
        J – SUBSEQUENT EVENTS**
 
 In
        April 2007, Circle Group Holdings’
stock certificates were sold for a gain of $22,575.
 
 In
        June 2007, an agreement was made
        between Jon E. DeYoung and the Company that 5,000,000 shares of common stock
        would be issued in settlement of debts incurred through December 31,
        2006.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  F-13
  SIGNATURES
 
 In
        accordance with Section 13 or 15(d) of the Exchange Act, the Registrant has
        caused this report to be signed on its behalf by the undersigned, thereunto
        duly
        authorized.
 
 **Centale,
                  Inc.**By:
              /s/
                  Thaddeus A. Wier, Jr.Thaddeus
                  A. Wier, Jr., Chief Executive
                  Officer
 
 In
        accordance with the Exchange Act, this Report has been signed below on June
        28,
        2007 by the following persons, on behalf of the Registrant and in the capacities
        and on the dates indicated.
 
 
 /s/
        Thaddeus A. Wier, Jr.
 Thaddeus
        A. Wier, Jr
 Chief
        Executive Officer,
 Chief
        Financial Officer
 
 
 /s/
        Patrick T. Parker
 Patrick
        T. Parker, Director
 
 
 /s/
        Carlos Huerta
 Carlos
        Huerta, Director
 
 
 /s/
        Dan DeArmas
 Dan
        DeArmas, Director
 
       *       *       *       *       *
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