U.S.
      SECURITIES AND EXCHANGE COMMISSION


Washington,
      D. C. 20549





Form
      10Q-SB








(Mark
      One)





X           Quarterly
      report under section 13 or 15(d) of the Securities Exchange Act of
      1934





For
      the
      quarterly period ended October 31, 2007





Transition report under section 13 or 15(d) of the Securities Exchange Act
      of
      1934


for
      the
      transition period from____________________ to
      ______________________.








Commission
      File No: 0-23873








ORION
      DIVERSIFIED TECHNOLOGIES, INC.


(Name
      of
      small business in its charter)








New
                Jersey
            22-1637978(State
                or other jurisdiction
            (IRS
                Employer Id. No.)of
                incorporation)





11
      Front St., Suite 200, Hempstead, NY 11550





(Address
      of Principal Executive Office including Zip Code)





Issuer's
      telephone Number: (516) 220-1229





Indicate
      by check mark whether the small business issuer has filed all reports required
      to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
      the preceding 12 months (or for such shorter period that the Small business
      issuer was required to file such reports), and (2) has been subject to such
      filing requirements for the past 90
      days.    Yes  XNo__.





State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date:  Common Stock, $.001 par value
      9,982,073 shares at December 12, 2007.





Transitional
      Small Business Disclosure Format (Check one): Yes__ No X








ORION
      DIVERSIFIED TECHNOLOGIES, INC.


FORM
      10-QSB - QUARTER ENDED OCTOBER 31, 2007


INDEX








PART
                I
            FINANCIAL
                INFORMATIONPageItem
                1.
            Financial
                Statements
            2Balance
                Sheet at October 31, 2007
            2Statements
                of Operations for the Six Months  and
            3Three
                Months Ended October 31, 2007 and 2006
            3Statements
                of Cash Flows for the Six Months Ended October 31, 2007 and
                2006
            4Notes
                to Financial Statements
            5Item
                2.
            Management's
                Discussion and Analysis
            9Item
                3.
            Controls
                and Procedures
            10PART
                II
            OTHER
                INFORMATIONItem
                6.
            Exhibits
                and Reports on Form 8-K
            11SIGNATURES
            12CERTIFICATIONSEXHIBITS


















PART
      I -
      FINANCIAL INFORMATION





**ITEM
      1. FINANCIAL STATEMENTS**


**ORION
                DIVERSIFIED TECHNOLOGIES, INC.****BALANCE
                SHEET**
              **(UNAUDITED)**





**Assets**October
                31,2007Current
                Assets:Cash
                and cash equivalents
            
            
            $
            --Note
                receivable and accrued interest
            
            
            
            783,220Total
                Current Assets
            
            
            
            783,220Equity
                interest - Ovale
            
            
            
            949,486Total
                Assets
            
            
            $
            1,732,706**Liabilities
                & Stockholders Equity**Current
                Liabilities:Accounts
                payable and accrued expenses
            
            
            $
            97,473Notes
                payable
            
            
            
            30,000Liability
                to issue shares note holder
            
            
            
            56,700Accrued
                Interest
            
            
            
            2,704Total
                Current Liabilities
            
            
            
            186,877Stockholders
                Equity:Common
                stock, par value $.01 per share, authorized10,000,000
                shares, issued and outstanding 9,982,073 sharesand
                9,982,073 shares at April 30, 2007 and April 30, 2006,respectively.
            
            
            
            99,820Paid
                in capital
            
            
            
            1,812,886Retained
                Earnings (deficit)
            
            
            
            (366,877
            )Total
                Stockholders Equity
            
            
            
            1,545,829Total
                liabilities & Stockholders Equity
            
            
            $
            1,732,706The
                accompanying notes are an integral part of these financial
                Statements.












**ORION
                DIVERSIFIED TECHNOLOGIES, INC.****STATEMENT
                OF OPERATIONS**
              **(UNAUDITED)**Six
                Months Ended
            
            
            Three
                Months EndedOctober
                31,
            
            
            October
                31,2007
            
            
            2006
            
            
            2007
            
            
            2006Income:Revenues
            
            $
            --
            
            
            $
            --
            
            
            $
            --
            
            
            $
            --Cost
                of revenue
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            --Gross
                profit
            
            
            --
            
            
            
            --
            
            
            
            --
            
            
            
            --Operating
                Expenses:General
                & Administrative:Professional
                Fees
            
            
            56,370
            
            
            
            16,497
            
            
            
            40,120
            
            
            
            14,809Other
            
            
            18,679
            
            
            
            12,828
            
            
            
            16,018
            
            
            
            11,297Total
                Costs & Expenses
            
            
            75,049
            
            
            
            29,325
            
            
            
            56,138
            
            
            
            26,106Operating
                loss
            
            
            (75,049
            )
            
            
            (29,325
            )
            
            
            (56,138
            )
            
            
            (26,106
            )Other
                income (expense):Interest
                income
            
            
            7,111
            
            
            
            17,446
            
            
            
            3,420
            
            
            
            13,084Interest
                Expense
            
            
            (29,392
            )
            
            
            --
            
            
            
            (17,100
            )
            
            
            --Other  income
                (expense), net
            
            
            (22,281
            )
            
            
            17,446
            
            
            
            (13,680
            )
            
            
            13,084Net
                Loss
            
            $
            (97,330
            )
            
            $
            (11,878
            )
            
            $
            (69,818
            )
            
            $
            (13,022
            )Loss
                per share:Basic
            
            $
            (0.01
            )
            
            $
            (0.00
            )
            
            $
            (0.01
            )
            
            $
            (0.00
            )Weighted
                average number of shares outstanding
            
            
            9,982,073
            
            
            
            8,629,018
            
            
            
            9,982,073
            
            
            
            8,629,018The
                accompanying notes are an integral part of these financial
                Statements.












**ORION
                DIVERSIFIED TECHNOLOGIES, INC.****STATEMENT
                OF CASH FLOWS**
              **(UNAUDITED)**





Six
                Months Ended
              October
                31,Cash
                Flow from Operating Activities:
            
            2007
            
            
            2006Net
                (Loss)
            
            $
            (97,330
            )
            
            $
            (8,615
            )Adjustments
                to Reconcile Net Loss to Net Cash provided by(Used
                in) Operating Activities:Shares
                to be issued as interest on loan
            
            
            28,200
            
            
            
            14,000Changes
                in Operating Assets and Liabilities:Accounts
                payable and accrued expenses
            
            
            57,859
            
            
            
            (3,177
            )Interest
                receivable
            
            
            (7,111
            )
            
            
            (8,723
            )Interest
                payable
            
            
            1,192
            
            
            
            329Net
                Cash Used in Operations
            
            
            (17,190
            )
            
            
            (6,186
            )Cash
                flow form investing activitiesNote
                Receivable
            
            
            14,550
            
            
            
            --Net
                Cash Provided by Investing Activities
            
            
            14,550Cash
                Flow from Financing Activities:Loans
                payable
            
            
            --
            
            
            
            16,000Net
                Cash Provided by Financing Activities
            
            
            --
            
            
            
            16,000Net
                increase (Decrease) in cash
            
            
            (2,640
            )
            
            
            9,814Cash
                and cash equivalents- Beginning
            
            
            2,640
            
            
            
            2,370Cash
                and cash equivalents – Ending
            
            $
            --
            
            
            $
            12,184Cash
                paid during the six months ended October 31:Interest
                paid
            
            
            --
            
            
            
            --Income
                taxes
            
            
            --
            
            
            
            --





SUPPLEMENTAL
                SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES:FOR
                THE SIX MONTHS ENDED OCTOBER 31, 2007 AND OCTOBER 31, 2006:
              
              For
                the three months ended October 31, 2007 and 2006 there were no non-cash
                investing or financing transactions.The
                accompanying notes are an integral part of these financial
                statements.















**ORION
        DIVERSIFIED TECHNOLOGIES, INC.**
 **NOTES
        TO FINANCIAL STATEMENTS**
 **(UNAUDITED)**




**NOTE
      1. ORGANIZATION AND BUSINESS**




Orion
      Diversified Technologies, Inc. (“the Company”) was incorporated in New Jersey on
      May 6, 1959.  Until 1986, the Company was engaged in the marketing and
      sale of a line of semiconductors, transistors, diodes and rectifiers and, to
      a
      lesser extent, other ancillary related electronic products.  Because
      of sustained operating losses, the Company discontinued this line of operation
      and filed a plan of reorganization (under Chapter 11) with the United
      States Bankruptcy Court for the Eastern District of New York, on April 30,
      1990.




**NOTE
      2. SUMMARY OF SIGNIFICANT ACCOUNT POLICIES**




*Basis
      of Presentation*




These
      unaudited statements have been prepared in accordance with accounting principles
      generally accepted in the United States of America for interim financial
      information and the instructions to Form 10-QSB and do not include all the
      information and footnotes required by accounting principles generally accepted
      in the United States of America for complete financial statements. In the
      opinion of management, all adjustments (consisting of normal recurring accruals)
      considered necessary for a fair presentation of the results for the interim
      periods have been included. Operating results for the three and six months
      ended
      October 31, 2007 are not necessarily indicative of the results that may be
      expected for the year ending April 30, 2008. The accompanying unaudited
      condensed consolidated financial statements and the information included under
      the heading "Management's Discussion and Analysis" should be read in conjunction
      with the Company's audited financial statements and related notes included
      in
      the Company's Form 10-KSB for the year ended April 30, 2007.




*Use
      of Estimates in the Preparation of Financial Statements*




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 revenues and expenses during the reporting period.
      Actual results could differ from those estimates.




*Cash
      and Cash Equivalents*




The
      Company considers all highly liquid investments with maturity of three months
      or
      less, when purchased, to be cash equivalents.  The carrying amount
      reported in the balance sheet for cash and cash equivalents approximates its
      fair values.




*Income
      Taxes*




Income
      taxes are accounted for under the asset and liability
      method.  Deferred tax assets and liabilities are recognized for future
      tax consequences attributable to differences between the financial statement
      carrying amounts of existing assets and liabilities and their respective tax
      bases and operating loss and tax credit carry-forwards.  Deferred tax
      assets and liabilities are measured using enacted tax rates expected to apply to
      taxable income in the years in which those temporary differences are expected
      to
      be recovered or settled.  The effect on deferred tax assets and
      liabilities of a change in tax rates is recognized in income in the period
      that
      includes the enactment date.




*Non-monetary
      Transactions*




The
      accounting for non-monetary assets is based on the fair values of the assets
      involved.  Cost of a non-monetary asset acquired in exchange for
      another non-monetary asset is recorded at the fair value of the asset
      surrendered to obtain it. The difference in the costs of the assets exchanged
      is
      recognized as a gain or loss. The fair value of the asset received is used
      to
      measure the cost if it is more clearly evident than the fair value of asset
      surrendered.














*Earnings
      per Share*




The
      Company follows the Statement of Financial Accounting Standards No. 128,
      Earnings per Share (“SFAS No. 128”).  SFAS No. 128 requires the
      presentation of both basic and diluted earnings per share.




*New
      Accounting Pronouncements*




In
      February 2007, the FASB issued SFAS No. 159, The Fair Value Option for Financial
      Assets and Financial Liabilities-including an amendment of FASB Statement No.
      115 (SFAS No. 159), which permits entities to choose to measure many financial
      instruments and certain other items at fair value that are not currently
      required to be measured at fair value, with unrealized gains and losses related
      to these financial instruments reported in earnings at each subsequent reporting
      date. This Statement is effective as of the beginning of our 2008 fiscal year.
      We are currently evaluating the impact, if any, adopting SFAS No. 159 will
      have
      on our financial statements.




**NOTE
      3. NOTES PAYABLE**




The
      Company is obligated to a non-controlling shareholder for $30,000 advanced
      to
      fund operations. The note bears interest at 8% per annum and was repayable
      on
      the earlier of February 8, 2007 or within 30 days of the closing of the business
      combination between the Company and Ovale S.A (see note 5). As additional
      consideration, the Company shall issue 40,000 shares, .01 par value, of common
      stock.  The Company shall issue to the lender 10,000 shares of common stock
      for each month the Company fails to repay the loan commencing on the first
      day
      of the first month following the due date and continuing until the loan is
      repaid in full together with all the accrued interest.  The Company
      recorded  $16,500  as interest expense and liability to issue
      shares to note-holder for failing to repay the loan during the three months
      ended October 31, 2007 totaling a balance of $56,700.  The 10,000
      shares to be issued for failure to pay the loan before each of the three months
      of August, September and October were valued at then current market prices
      of
      $.55, $.55 and $.55, respectively.




**NOTE
      4. GOING CONCERN BASIS AND FUTURE PLANS**




The
      accompanying condensed consolidated financial statements have been prepared
      assuming that we will continue as a going concern. We have sustained significant
      recurring losses and October 31, 2007 we had an accumulated deficit of
      $366,877 that raises substantial doubt about our ability to continue as a
      going concern. Our independent registered public accounting firm included a
      going concern explanatory paragraph in their report in connection with their
      audit of our consolidated financial statements for the year ended April 30,
      2007. We will need to raise cash from equity and debt financing to fund our
      operations and anticipated merger with Ovale. If we are unable to secure the
      required funding, we may not be able to implement our business plan and may
      not
      be able to conduct business as a going concern. See Note 5 on Pending Business
      Combination.




The
      financial statements do not include any adjustments relating to the
      recoverability and classification of recorded asset amounts or the amounts
      or
      classification of liabilities that might be necessary should we be unable to
      continue as a going concern. Our continuation as a going concern is dependent
      upon our ability to generate sufficient cash flows to meet our obligations
      on a
      timely basis, to obtain additional financing as may be required and ultimately
      to attain profitable operations and positive cash flows. Our future plans
      include the merger with Ovale and obtaining financing for the establishment
      of
      high end baby clothing stores internationally. However, there can be no
      assurance that these efforts will be successful. We also continue to incur
      operating expenses for professional fees related to our SEC filings. We may
      have
      to seek additional funding sooner than expected. There can be no assurance
      that
      sufficient additional capital needed to sustain operations will be obtained
      by
      us or that our operations will become profitable.












**NOTE
      5. PENDING BUSINESS COMBINATION**




On
      September 15, 2004, the Company, and the holders of all of the outstanding
      capital stock (the "Holders") of Ovale S.A., a Swiss corporation ("Ovale"),
      entered into a reverse acquisition Share Exchange Agreement that amended,
      restated and replaced their prior agreements (the "New
      Agreement").  Pursuant to the New Agreement, the Holders agreed
      to tender to the Company all of the 100 issued and outstanding shares of Class
      A
      common stock, 1,000 CHF (i.e., Swiss Francs) par value, and all 150 issued
      and outstanding shares of Class B common stock, 5,000 CHF par value, of Ovale
      in
      exchange for an aggregate of 10,608,100 shares of common stock of the
      Company.




In
      addition, certain Class A Shareholders of Ovale who borrowed CHF 50,000 from
      the
      Company in June, 2003 (the “June Borrowers”) and Vladimir Fabert, Ovale's
      President and principal stockholder ("Fabert") who arranged for a loan to be
      made to Ovale for a maximum of €700,000 (the “Fabert-Ovale Loan”) agreed that at
      the closing: (i) Fabert shall accept 1.667 shares of the Company's common stock
      for each Euro lent to Ovale by the Company as payment of the Fabert-Ovale Loan;
      and (ii) the June Borrowers shall accept CHF50,000 as additional payment for
      their Class A Ovale shares in full satisfaction of their loan.  The
      foregoing is hereinafter referred to as the (the "Share Exchange").  As a
      result, and at the closing of the Share Exchange, Ovale will become a wholly
      owned subsidiary of the Company, and




The
      Holders will collectively own approximately 75% of the total number of shares
      of
      the Company's common stock expected to be issued and outstanding as of that
      date. The Agreement, which contains the customary representations and
      warranties, requires Ovale to furnish the Company with audited financial
      statements. Following the closing of the Share Exchange with Ovale, of which
      there can be no assurance: (i) Messrs. Vladimir Fabert and Gilles Neveau will
      be
      elected as the Company's principal executive officers and as members of the
      Company's Board of Directors; (ii) the Company will elect a Chief Financial
      Officer; (iii) Irwin Pearl will remain as a member of the Company's Board of
      Directors; and (iv) the Company will become principally engaged in the design
      and distribution of high quality infant clothing, gifts and
      accessories.




On
      November 8, 2004, the Company, Ovale and the Holders entered into an amendment
      (the "Amendment") to the New Agreement.  Pursuant to the Amendment,
      the parties agreed to consummate the business combination made the subject
      of
      the New Agreement in two closings. At the initial closing, which took place
      on
      November 19, 2004, the Company delivered 5,900,000 shares of its common stock,
      $.01 par value per share, to Frederic Cottier, the designated Swiss escrow
      agent. An aggregate of 1,166,900 shares of these shares were delivered to the
      owners of the Fabert-Ovale loan and 2,063,559 shares were delivered to the
      Ovale
      shareholders in proportion to their interests in Ovale.  Also, the
      Fabert-Ovale loan, assigned to Orion, all issued and outstanding shares of
      Ovale
      were delivered to Ovale’s counsel until the second closing, and €443,894 held in
      trust in Switzerland, was released to Ovale for use in its business, and the
      June Borrowers waived payment of the 50,000 CHF as additional payment for their
      class A shares.  An aggregate of 2,669,541 of the Orion shares
      continued to be held in escrow until Ovale delivered its audited financial
      statements for the year ended December 31, 2004 to the Company.  That
      requirement was fulfilled in November, 2005 and 1,949,541 shares were delivered
      to Vladimir Fabert and 720,000 shares were delivered to Alexandre Fabert, his
      wife.  At the second closing, after additional shares are authorized,
      as provided for in the Share Agreement, the Company shall deliver the remaining
      5,875,000 shares of its common stock, $.01 par value per share to the five
      original Ovale investors (including Mr. Fabert) in exchange for all of the
      Ovale
      shares and Mr. Cottier.  Finally, the Amendment provided that the
      Company's Board of Directors shall remain in tact until the second
      closing.  The transaction with Ovale was previously approved by
      consent of more than two-thirds of the Company's
      shareholders.  A Proxy Statement regarding the transaction is to
      be distributed to the Company’s shareholders in which we will request approval
      of the transaction by shares attending a meeting of
      shareholders.  Immediately thereafter the Ovale transaction will be
      completed.









**ITEM
      2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF
      OPERATION**




The
      Private Securities Litigation Reform Act of 1995 contains "safe harbor"
      provisions regarding
      forward-looking   statements.   Except for
      historical information contained herein, the matters discussed in the Liquidity
      and Capital Resources section below contain potential risks and uncertainties
      including, without limitation, risks related to the Small business issuer's
      ability to successfully identify potential merger partners, retain key employees
      and settle any outstanding debts.  The Small business issuer will need
      to attract partners in order to execute its revised business strategy, and
      there
      can be no assurance that the Small business issuer will be successful in
      attracting such partners.




*Results
      of Operations*




*Six
      Months Ended October 31, 2007 and 2006*




We
      had no
      operating revenues during the six months ended October 31, 2007 and,
      2006.




Commencing
      on November 30, 2001, our operating expenses were entirely attributable to
      keeping the company current in its reporting obligation under the 34 Act, its
      tax and good standing obligations to the State of New Jersey, the payment of
      transfer agent fees and incidental overhead expenses. The amount of operating
      expenses during the six months ended October 31, 2007 and 2006 were $75,641
      and
      $29,325, respectively.  During this period, we experienced a $46,316
      (158%) increase in operating expenses. This increase was principally
      attributable to an increase in accounting and regulatory filing fees. In the
      six
      months period ending October 31, 2007 and 2006, we recognized a net loss of
      $97,330 and $11,878 respectively. The net loss increased by $85,452 (719%)
      because of the accounting and filing fees.  Our only income was
      attributable to interest income accrued on a note receivable from
      Ovale.




*Three
      Months Ended October 31, 2007 and 2006*




During
      the three months period ending October 31, 2007, and 2006, the amounts of
      operating expenses were $56,730 and $26,106 respectively.  These
      operating expenses changed from one year to the next one by $30,624 (117%)
      because of an increase in accounting and filing fees.  During the
      three months period ended October 31, 2007 and 2006, we recognized a net loss
      of
      $69,818 and $13,022, respectively.  Our net loss increased $56,796 or
      436% because of professional costs related to SEC filings and the pending
      combination between the Company and Ovale.   Our only income was
      attributable to interest income accrued on a note receivable from
      Ovale.   We do not anticipate sales of any products or service in
      the foreseeable future other than those of a potential merger
      partner.




Our
      economic viability was and continues to be entirely dependent upon our ability
      to raise capital through private offerings, loans and the consummation of a
      business combination.




*Financial
      Condition*




We
      had
      cash of $-0- and $2,640 as of October 31, 2007 and April 30, 2007,
      respectively.




As
      of
      October 31, 2007 and April 30, 2007 the prospective business combination company
      (Ovale) owed us $783,220 and $790,660, respectively.  As of October
      31, 2007, the amount owed included the $543,770 advance to Ovale, a demand
      loan
      in the amount of $169,980 that bears 8% annual interest and $69,470 accrued
      interest. During the quarter ended October 31, 2007, Ovale paid off $6,050
      of the principal amount of the demand note that was $176,030 as of July 31,
      2007.  The additional interest accrued on the demand note was $3,419,
      during the quarter ended October 31, 2007.











On
      September 8, 2006, the company received $30,000 in exchange for a note payable
      of $30,000 and 40,000 shares of $.01 par common stock valued at $.35 at the
      date
      of issue to be issued to a note holder who is a non-controlling shareholder
      of
      Orion.  The $30,000 was advanced to fund operations. The note bears
      interest at 8% per annum and was repayable on the earlier of February 8, 2007
      or
      within 30 days of the closing of the business combination between Orion and
      Ovale.  As the due date for payment has passed, we shall issue to the
      lender 10,000 shares of common stock for each month we fail to repay the loan
      commencing on the first day of the first month following the due date and
      continuing until the loan is repaid in full together with all the accrued
      interest.  The Company recorded $16,500 as interest expense and
      liability to issue shares to note-holder for failing to repay the loan during
      the three months ended October 31, 2007.  The 10,000 shares to be
      issued for failure to pay the loan before each of the three months of August,
      September and October were valued at then current market prices of $.55, $.55
      and $.55, respectively. The Company reclassified the amount of $28,500 credited
      to additional paid in capital and recorded a liability of $28,500 for 60,000
      shares issuable to the note-holder, as of April 30, 2007.




Our
      current liabilities as of October 31, 2007 and April 30, 2007, were
      $186,877 and $99,627, respectively.




We
      are
      authorized to issue up to 10,000,000 shares of its Common Stock. As of December
      5, 2007, there were 9,982,073 shares of our Common Stock issued and
      outstanding.




*Employees*




Other
      than the non-compensated officers of Orion Diversified Technologies, there
      are
      no other employees.




*Capital
      Expenditures*




We
      did
      not have any material commitments for capital expenditures at October 31, 2007
      or 2006.




*Effects
      of Inflation*




We
      believe that the relatively moderate rate of inflation over the past few years
      has not had a significant impact on our financial position or operating
      results.




9







**ITEM
      3. CONTROLS AND PROCEDURES**




(a)
      Evaluation of Disclosure Controls and Procedures




An
      evaluation of the effectiveness of the design and operation of our disclosure
      controls and procedures (as defined in Exchange Act Rules 13a-15(e) and
      15d-15(e) as of January 31, 2007 was carried out under the supervision and
      with
      the participation of the Orion Diversified Technologies management, including
      the President and Chief Executive Officer and the Chief Financial Officer (“the
      Certifying Officers”).  Based on that evaluation, the Certifying
      Officers concluded that the Company’s disclosure controls and procedures are
      effective.




Disclosure
      controls and procedures are designed to ensure that information required to
      be
      disclosed in our reports filed or submitted under the Securities Exchange Act
      is
      recorded, processed, summarized and reported within the time periods specified
      in the SEC’s rules and forms.  Disclosure controls and procedure
      include, without limitation, controls and procedures designed to ensure that
      information required to be disclosed in our reports filed or submitted under
      the
      Securities Exchange Act is accumulated and communicated to management, including
      our President and Chief Financial Officer, as appropriate, to allow timely
      decisions and timely reporting regarding required disclosure.




(b)
      Changes in Internal Controls




The
      was
      no change to the Company’s internal control over financial reporting during the
      quarter ended October 31, 2007 that materially affected, or is reasonably likely
      to materially effect, the Company’s internal control over financial
      reporting.




10







**PART
      II - OTHER INFORMATION**









**ITEM
      6. EXHIBITS AND REPORTS ON FORM 8-K**








Exhibits:









2.(i)
            Exchange
                Agreement dated September 15, 2004 between the Registrant and Ovale,
                S.A.
                incorporated by reference to Exhibit A to the Preliminary Information
                Statement of the Registrant filed on November 22, 20052.(ii)
            Amendment,
                dated November 8, 2004, to Exchange Agreement dated September 15,
                2004
                between the Registrant and Ovale, S.A. incorporated by reference
                to
                Exhibit B to the Preliminary Information Statement of the Registrant
                filed
                on November 22, 20052.(iii)
            Second
                Amendment, dated January 3, 2006, to the Exchange Agreement dated
                September 15, 2004, incorporated by reference to Exhibit 2.(iii)
                to the
                Form 10-KSB filed by the Registrant on September 12,
                2006.2.
                (iv)
            Fourth
                Amendment, dated September 10, 2007, to the Exchange Agreement dated
                September 15, 2004, incorporated by reference to Exhibit D  to
                the Information Statement of the Registrant filed on November 13,
                2007.3.(i)1
            Certificate
                of Incorporation incorporated by reference to Exhibit (1)(i) to
                Registration Statement filed on Form S-13.(i)2
            Amendment
                to Articles of Incorporation incorporated by reference to Item (1)(ii)
                filed with Form 10K  for the year ended April 30,
                19833.(ii)
            By-laws
                – incorporated by reference to Exhibit (b)(ii) filed with Form S-1
                Registration Statement31.1
            Certifications
                pursuant to Section 302 of the Sarbanes-Oxley Act of
                200331.2
            Certifications
                pursuant to Section 906 of the Sarbanes-Oxley act of
                2003







(b)
      Reports on Form 8-K:









None


11









SIGNATURES









In
      accordance with the requirements of the Exchange Act, the Small Business Issuer
      caused this report to be signed on its behalf by the undersigned, thereunto
      duly
      authorized.









ORION
      DIVERSIFIED TECHNOLOGIES, INC.




By:  /s/
      Irwin Pearl




Irwin
      Pearl, Chief Executive Office




December
      12, 2007