**U.S.
      SECURITIES AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**


_______________




**FORM
      10-QSB**


_______________




**x**
            **QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




**For
      the quarterly period ended March 31, 2007**


**o**
            **TRANSITION
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT OF
                1934**




**For
      the transition period from _____________**




**Commission
      File No. 000-51411**


_______________




**REGENESIS
      CENTERS, INC.**


**(Exact
      name of small business issuer as specified in its charter)**


_______________




**Florida**(State
                or other jurisdiction of
              incorporation
                or organization)
            (I.R.S.
                Employer Identification No.)




**900
      North Federal Highway, Suite 260**


**Boca
      Raton, Florida 33432**


(Address
      of principal executive offices)(Zip Code)




**561-807-8383**


(Registrant’s
      telephone no., including area code




(Former
      name, address and fiscal year, if changed since last report)




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




Indicate
      by check mark whether the registrant is a shell company as defined in Rule
      12b-2
      of the Exchange Act.


Yes x No o




State
      the
      number of shares outstanding of each of the issuer’s classes of common equity,
      as of May 10, 2007: 11,054,800 shares of common stock.













**REGENESIS
      CENTERS, INC.**




**FINANCIAL
      STATEMENTS**




**INDEX**




**Part
      I-- FINANCIAL INFORMATION**





Item
                1. Financial StatementsItem
                2. Management’s Discussion and Analysis of Financial
                ConditionItem
                3. Control and Procedures




**Part
      II-- OTHER INFORMATION**





Item
                1. Legal ProceedingsItem
                2. Changes in SecuritiesItem
                3. Defaults Upon Senior SecuritiesItem
                4. Submission of Matters to a Vote of Security HoldersItem
                5. Other InformationItem
                6. Exhibits and Reports on Form 8-K




**SIGNATURE**













**Item
      1.**   **Financial
      Information**




**REGENESIS
        CENTERS, INC.**
 **F/K/A
        CAPITAL VENTURES GROUP II, INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **FINANCIAL
        STATEMENTS**
 **MARCH
        31, 2007**
 **(UNAUDITED)**















**REGENESIS
        CENTERS, INC.**
 **F/K/A
        CAPITAL VENTURES GROUP II, INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 
 
 
 **CONTENTS**
 
 
 PAGE
              F-1
              CONDENSED
                  BALANCE SHEET AS OF MARCH 31, 2007 (UNAUDITED)PAGE
              F-2
              CONDENSED
                  STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2007
                  AND
                  2006 AND FOR THE PERIOD FROM NOVEMBER 30, 1999 (INCEPTION) TO MARCH
                  31,
                  2007 (UNAUDITED)PAGES
              F-3
              CONDENSED
                  STATEMENTS OF CHANGES IN STOCKHOLDERS’ DEFICIENCY FOR THE PERIOD FROM
                  NOVEMBER 30, 1999 (INCEPTION) TO MARCH 31, 2007
                  (UNAUDITED)PAGE
              F-4
              CONDENSED
                  STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED MARCH 31, 2007
                  AND
                  2006 AND FOR THE PERIOD FROM NOVEMBER 30, 1999 (INCEPTION) TO MARCH
                  31,
                  2007 (UNAUDITED)PAGES
              F-5 -
                  F-11
              NOTES
                  TO CONDENSED FINANCIAL STATEMENTS (UNAUDITED)




**ReGenesis
                  Centers, Inc.****f/k/a
                  Capital Ventures Group II, Inc.****(A
                  Development Stage Company)****Condensed
                  Balance Sheet****March
                  31, 2007****(Unaudited)****ASSETS****Current
                  Assets**Cash
              
              $
              367**Total
                  Assets**
              
              $
              367**LIABILITIES
                  AND STOCKHOLDERS' DEFICIENCY****Current
                  Liabilities**Accounts
                  Payable and Accrued Expenses
              
              $
              9,179Stockholder
                  Notes and Loans Payable
              
              
              21,513**Total
                  Current Liabilities**
              
              
              **30,692****Stockholders'
                  Deficiency**Preferred
                  stock,$0.001 par value, 10,000,000 shares authorized,none
                  issued and outstanding
              
              
              -Common
                  stock, $0.001 par value; 100,000,000 shares authorized,11,054,800
                  shares issued and outstanding
              
              
              11,054Additional
                  paid in capital
              
              
              103,838Deficit
                  accumulated during the development stage
              
              
              (144,817
              )Subscription
                  receivable
              
              
              (400
              )**Total
                  Stockholders' Deficiency**
              
              
              **(30,325**
              **)****Total
                  Liabilities and Stockholders' Deficiency**
              
              $
              367












F-1




**ReGenesis
                  Centers, Inc.****f/k/a
                  Capital Ventures Group II, Inc.****(A
                  Development Stage Company)****Condensed
                  Statements of Operations****For
                  the Three Months Ended March 31, 2007 and 2006
                  and****for
                  the Period from November 30, 1999 (Inception) to March 31,
                  2007****(Unaudited)****Three
                  Months Ended**
              
              **November
                  30, 1999****March
                  31,**
              
              **(Inception)
                  to****2007**
              
              **2006**
              
              **March
                  31, 2007****Operating
                  Expenses**Professional
                  fees
              
              
              6,206
              
              
              3,511
              
              
              31,712Consulting
              
              
              1,500
              
              
              
              
              
              107,500Stock
                  issued for services
              
              
              -
              
              
              -
              
              
              -General
                  and administrative
              
              
              75
              
              
              331
              
              
              4,093**Total
                  Operating Expenses**
              
              
              7,781
              
              
              3,842
              
              
              143,305**Loss
                  from Operations**
              
              
              (7,781
              )
              
              (3,842
              )
              
              (143,305
              )**OTHER
                  INCOME/(EXPENSE)**Interest
                  Expense
              
              
              (230
              )
              
              -
              
              
              (1,512
              )**Total
                  Other Income/(Expense)**
              
              
              (230
              )
              
              -
              
              
              (1,512
              )**LOSS
                  BEFORE PROVISION FOR INCOME TAXES**
              
              
              (8,011
              )
              
              (3,842
              )
              
              (144,817
              )Provision
                  for Income Taxes
              
              
              -
              
              
              -
              
              
              -**Net
                  Loss**
              
              **$**
              **(8,011**
              **)**
              **$**
              **(3,842**
              **)**
              **$**
              **(144,817**
              **)****Net
                  Loss Per Share - Basic and Diluted**
              
              **$**
              **(0.00**
              **)**
              **$**
              **(0.00**
              **)**
              **$**
              **(0.04**
              **)****Weighted
                  average number of shares outstanding****during
                  the period - basic and diluted**
              
              
              **11,054,800**
              
              
              **11,054,800**
              
              
              **3,963,644**












F-2


**ReGenesis
                  Centers, Inc.****(f/k/a
                  Capital Ventures Group II, Inc.)****(A
                  Development Stage Company)****Condensed
                  Statements of Changes in Stockholders'
                  Deficiency****For
                  the Period from November 30, 1999 (inception) to March 31,
                  2007****(Unaudited)**Common
                  stock
              
              
              
              
              
              DeficitNo
                  Par Value
              
              Additional
              
              
              
              accumulated
                  during
              
              TotalPaid-in
              
              Subscription
              
              development
              
              Stockholder'sShares
              
              Amount
              
              Capital
              
              Receivable
              
              stage
              
              DeficiencyBalance
                  November 30, 1999 (Inception)
              
              
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -
              
              $
              -Common
                  stock issued to founders ($0.001 per share)
              
              
              1,000,000
              
              
              1,000
              
              
              -
              
              
              -
              
              
              -
              
              
              1,000In-kind
                  contribution
              
              
              -
              
              
              -
              
              
              150
              
              
              -
              
              
              -
              
              
              150Net
                  loss for the period from November 30, 1999 (Inception) toDecember
                  31, 1999
              
              
              -
              
              
              -
              
              
              
              
              
              -
              
              
              (1,150
              )
              
              (1,150
              )Balance,
                  December 31, 1999
              
              
              1,000,000
              
              
              1,000
              
              
              150
              
              
              -
              
              
              (1,150
              )
              
              -In-kind
                  contribution
              
              
              -
              
              
              -
              
              
              150
              
              
              -
              
              
              -
              
              
              150Net
                  loss, 2000
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (150
              )
              
              (150
              )Balance,
                  December 31, 2000
              
              
              1,000,000
              
              $
              1,000
              
              $
              300
              
              $
              -
              
              $
              (1,300
              )
              $
              -In-kind
                  contribution
              
              
              -
              
              
              -
              
              
              150
              
              
              -
              
              
              -
              
              
              150Net
                  loss, 2001
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (150
              )
              
              (150
              )Balance,
                  December 31, 2001
              
              
              1,000,000
              
              
              1,000
              
              
              450
              
              
              -
              
              
              (1,450
              )
              
              -In-kind
                  contribution
              
              
              -
              
              
              -
              
              
              150
              
              
              -
              
              
              -
              
              
              150Net
                  loss, 2002
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (150
              )
              
              (150
              )Balance,
                  December 31, 2002
              
              
              1,000,000
              
              
              1,000
              
              
              600
              
              
              -
              
              
              (1,600
              )
              
              -Common
                  stock issued for cash ($0.10 per share)
              
              
              29,000
              
              
              29
              
              
              2,871
              
              
              -
              
              
              -
              
              
              2,900In-kind
                  contribution
              
              
              -
              
              
              -
              
              
              150
              
              
              -
              
              
              -
              
              
              150Net
                  loss, 2003
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (165
              )
              
              (165
              )Balance,
                  December 31, 2003
              
              
              1,029,000
              
              
              1,029
              
              
              3,621
              
              
              -
              
              
              (1,765
              )
              
              2,885In-kind
                  contribution
              
              
              -
              
              
              -
              
              
              150
              
              
              -
              
              
              -
              
              
              150Net
                  loss, 2004
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (150
              )
              
              (150
              )Balance,
                  December 31, 2004
              
              
              1,029,000
              
              
              1,029
              
              
              3,771
              
              
              -
              
              
              (1,915
              )
              
              2,885Common
                  stock issued for cash ($0.10 per share)
              
              
              25,800
              
              
              25
              
              
              2,555
              
              
              (400
              )
              
              -
              
              
              2,180Common
                  stock issued for officer bonus ($0.10 per share)
              
              
              10,000,000
              
              
              10,000
              
              
              90,000
              
              
              -
              
              
              -
              
              
              100,000Net
                  loss, 2005
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (114,103
              )
              
              (114,103
              )Balance,
                  December 31, 2005
              
              
              11,054,800
              
              $
              11,054
              
              $
              96,326
              
              $
              (400
              )
              $
              (116,018
              )
              $
              (9,038
              )In-kind
                  contribution of services
              
              
              -
              
              
              -
              
              
              4,500
              
              
              -
              
              
              -
              
              
              4,500In-kind
                  contribution of interest
              
              
              -
              
              
              -
              
              
              1,282
              
              
              -
              
              
              -
              
              
              1,282Net
                  loss, 2006
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (20,788
              )
              
              (20,788
              )Balance,
                  December 31, 2006
              
              
              11,054,800
              
              $
              11,054
              
              $
              102,108
              
              $
              (400
              )
              $
              (136,806
              )
              $
              (24,044
              )In-kind
                  contribution of services
              
              
              -
              
              
              -
              
              
              1,500
              
              
              -
              
              
              -
              
              
              1,500In-kind
                  contribution of interest
              
              
              -
              
              
              -
              
              
              230
              
              
              -
              
              
              -
              
              
              230Net
                  loss, March 31, 2007
              
              
              -
              
              
              -
              
              
              -
              
              
              -
              
              
              (8,011
              )
              
              (8,011
              )**Balance,
                  March 31, 2007**
              
              
              **11,054,800**
              
              **$**
              **11,054**
              
              **$**
              **103,838**
              
              **$**
              **(400**
              **)**
              **$**
              **(144,817**
              **)**
              **$**
              **(30,325**
              **)**










F-3




**ReGenesis
                  Centers, Inc.****f/k/a
                  Capital Ventures Group II, Inc.****(A
                  Development Stage Company)****Condensed
                  Statements of Operations****For
                  the Three Months Ended March 31, 2007 and 2006
                  and****for
                  the Period from November 30, 1999 (Inception) to March 31,
                  2007****(Unaudited)****November
                  30, 1999****(Inception)
                  to****2007**
              
              **2006**
              
              **March
                  31, 2007****Cash
                  Flows From Operating Activities:**Net
                  Loss
              
              $
              (8,011
              )
              $
              (3,842
              )
              $
              (144,817
              )Adjustments
                  to reconcile net loss to net cash used in operationsStock
                  issue for services
              
              
              -
              
              
              -
              
              
              104,800In-kind
                  contribution
              
              
              1,730
              
              
              
              
              
              7,512Changes
                  in operating assets and liabilities:Increase
                  (Decrease) in accounts payable and accrued expenses
              
              
              6,206
              
              
              2,348
              
              
              9,179Increase
                  in accrued expenses - related party
              
              
              -
              
              
              -
              
              
              21,513**Net
                  Cash Used In Operating Activities**
              
              
              **(75**
              **)**
              
              **(1,494**
              **)**
              
              **(1,813**
              **)****Cash
                  Flows From Financing Activities:**Proceeds
                  from stockholder loans
              
              
              -
              
              
              1,419
              
              
              -Proceeds
                  from issuance of common stock
              
              
              -
              
              
              -
              
              
              2,180**Net
                  Cash Provided By Financing Activities**
              
              
              **-**
              
              
              **1,419**
              
              
              **2,180****Net
                  Increase (Decrease) in Cash**
              
              
              (75
              )
              
              (75
              )
              
              367Cash
                  at Beginning of Period
              
              
              442
              
              
              1,919
              
              
              -**Cash
                  at End of Period**
              
              **$**
              **367**
              
              **$**
              **1,844**
              
              **$**
              **367****Supplemental
                  disclosure of cash flow information:**Cash
                  paid for interest
              
              $
              -
              
              
              
              
              $
              -Cash
                  paid for taxes
              
              $
              -
              
              
              
              
              $
              -**Supplemental
                  disclosure of non-cash investing and financing
                  activities:**Stock
                  sold for subscription
              
              $
              400
              
              $
              400
              
              $
              400









F-4




**REGENESIS
        CENTERS, INC.**
 **F/K/A
        CAPITAL VENTURES GROUP II, INC.**
 **(A
        DEVELOPMENT STAGE COMPANY)**
 **NOTES
        TO CONDENSED FINANCIAL STATEMENTS**
 **MARCH
        31, 2007**
 **(UNAUDITED)**
 **NOTE
                    1**
                **BASIS
                    OF PRESENTATION, ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING
                    POLICIES**
 
 ***(A)
          Basis of Presentation***
 
 The
          accompanying unaudited financial statements have been prepared in accordance
          with generally accepted accounting principles and the rules and regulations
          of
          the Securities and Exchange Commission for the interim financial information.
          Accordingly, they do not include all the information and footnotes necessary
          for
          a comprehensive presentation of financial position and results of
          operations.
 
 It
          is
          management's opinion, however, that all adjustments (consisting of normal
          recurring adjustments) have been made which are necessary for a fair financial
          statements presentation. The results for the interim period are not necessarily
          indicative of the results to be expected for the year.
 
 ***(B)
          Organization***
 
 ReGenesis
          Centers, Inc (f/k/a Capital Ventures Group II, Inc. (a development stage
          company) (the “Company”) was incorporated under the laws of the State of Florida
          on financing to emerging growth entities. Activities during the development
          stage include November 30, 1999. The Company was organized to provide business
          services and developing the business plan and raising capital.
 
 ***(C)
          Use of Estimates***
 
 In
          preparing financial statements in conformity with generally accepted accounting
          principles, management is required to make estimates and assumptions that
          affect
          the reported amounts of assets and liabilities and the disclosure of contingent
          assets and liabilities at the date of the financial statements and revenues
          and
          expenses during the reported period. Actual results could differ from those
          estimates.
 
 ***(D)
          Cash Equivalents***
 
 For
          the
          purpose of the cash flow statement, the Company considers all highly liquid
          investments with original maturities of three months or less at the time
          of
          purchase to be cash equivalents.
 
 
 F-5
 **REGENESIS
            CENTERS, INC.**
 **F/K/A
            CAPITAL VENTURES GROUP II, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **NOTES
            TO CONDENSED FINANCIAL STATEMENTS**
 **MARCH
            31, 2007**
 **(UNAUDITED)**
 
 ***(E)
          Loss Per Share***
 
 Basic
          and
          diluted net loss per common share is computed based upon the weighted average
          common shares outstanding as defined by Financial Accounting Standards
          No. 128,
“Earnings per Share.” As of March 31, 2007 and 2006, and for the period from
          November 30, 1999 (inception) to March 31, 2007, respectively there were no
          common share equivalents outstanding.
 
 ***(F)
          Business Segments***
 
 The
          Company operates in one segment and therefore segment information is not
          presented.
 
 ***(G)
          Recent Accounting Pronouncements***
 
 In
          February 2006, the FASB issued SFAS No. 155, " *Accounting
          for Certain Hybrid Financial Instruments-an amendment of FASB Statements
          No. 133
          and 140* ",
          to
          simplify and make more consistent the accounting for certain financial
          instruments. SFAS No. 155 amends SFAS No. 133, " *Accounting
          for Derivative Instruments and Hedging Activities* ",
          to
          permit fair value re-measurement for any hybrid financial instrument with
          an
          embedded derivative that otherwise would require bifurcation, provided
          that the
          whole instrument is accounted for on a fair value basis. SFAS No. 155 amends
          SFAS No. 140, " *Accounting
          for the Impairment or Disposal of Long-Lived Assets* ",
          to
          allow a qualifying special-purpose entity to hold a derivative financial
          instrument that pertains to a beneficial interest other than another derivative
          financial instrument. SFAS No. 155 applies to all financial instruments
          acquired
          or issued after the beginning of an entity's first fiscal year that begins
          after
          September 15, 2006, with earlier application allowed. The adoption of this
          statement is not expected to have a material effect on the Company's future
          reported financial position or results of operations.
 
 In
          March
          2006, the FASB issued SFAS No. 156, " *Accounting
          for Servicing of Financial Assets, an amendment of FASB Statement No. 140,
          Accounting for Transfers and Servicing of Financial Assets and Extinguishments
          of Liabilities* ".
          This
          statement requires all separately recognized servicing assets and servicing
          liabilities be initially measured at fair value, if practicable, and permits
          for
          subsequent measurement using either fair value measurement with changes
          in fair
          value reflected in earnings or the amortization and impairment requirements
          of
          Statement No. 140. The subsequent measurement of separately recognized
          servicing
          assets and servicing liabilities at fair value eliminates the necessity
          for
          entities that manage the risks inherent in servicing assets and servicing
          liabilities with derivatives to qualify for hedge accounting treatment
          and
          eliminates the characterization of declines in fair value as impairments
          or
          direct write-downs. SFAS No. 156 is effective for an entity's first fiscal
          year
          beginning after September 15, 2006.
   F-6
 **REGENESIS
            CENTERS, INC.**
 **F/K/A
            CAPITAL VENTURES GROUP II, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **NOTES
            TO CONDENSED FINANCIAL STATEMENTS**
 **MARCH
            31, 2007**
 **(UNAUDITED)**
  The
          adoption of this statement is not expected to have a material effect on
          the
          Company's future reported financial position or results of
          operations.
 
 In
          June
          2006, the FASB issued FASB Interpretation No. 48, *“Accounting
          for Uncertainty in Income Taxes, an interpretation of FASB Statements No.
          109”* .
          FIN 48
          clarifies the accounting for uncertainty in income taxes by prescribing
          a
          two-step method of first evaluating whether a tax position has met a more
          likely
          than not recognition threshold and second, measuring that tax position
          to
          determine the amount of benefit to be recognized in the financial statements.
          FIN 48 provides guidance on the presentation of such positions within a
          classified statement of financial position as well as on derecognition,
          interest
          and penalties, accounting in interim periods, disclosure, and transition.
          FIN 48
          is effective for fiscal years beginning after December 15, 2006. The adoption
          of
          this statement is not expected to have a material effect on the Company's
          future
          reported financial position or results of operations.
 
 In
          September 2006, the FASB issued SFAS No. 157, “ *Fair
          Value Measurements* ”.
          The
          objective of SFAS 157 is to increase consistency and comparability in fair
          value
          measurements and to expand disclosures about fair value measurements. SFAS
          157
          defines fair value, establishes a framework for measuring fair value in
          generally accepted accounting principles, and expands disclosures about
          fair
          value measurements. SFAS 157 applies under other accounting pronouncements
          that
          require or permit fair value measurements and does not require any new
          fair
          value measurements. The provisions of SFAS No. 157 are effective for fair
          value
          measurements made in fiscal years beginning after November 15, 2007. The
          adoption of this statement is not expected to have a material effect on
          the
          Company's future reported financial position or results of
          operations.
 
 In
          September 2006, the FASB issued SFAS No. 158, “ *Employers’
          Accounting for Defined Benefit Pension and Other Postretirement Plans -
          an
          amendment of FASB Statements No. 87, 88, 106, and 132(R)* ”.
          This
          statement requires employers to recognize the over-funded or under-funded
          status
          of a defined benefit postretirement plan (other than a multiemployer plan)
          as an
          asset or liability in its statement of financial position and to recognize
          changes in that funded status in the year in which the changes occur through
          comprehensive income of a business entity or changes in unrestricted net
          assets
          of a not-for-profit organization. This statement also requires an employer
          to
          measure the funded status of a plan as of the date of its year-end statement
          of
          financial position, with limited exceptions. The provisions of SFAS No.
          158 are
          effective for employers with publicly traded equity securities as of the
          end of
          the fiscal year ending after December 15, 2006. The adoption of this statement
          is not expected to have a material effect on the Company's future reported
          financial position or results of operations.
   F-7
  **REGENESIS
          CENTERS, INC.**
 **F/K/A
          CAPITAL VENTURES GROUP II, INC.**
 **(A
          DEVELOPMENT STAGE COMPANY)**
 **NOTES
          TO CONDENSED FINANCIAL STATEMENTS**
 **MARCH
          31, 2007**
 **(UNAUDITED)**
  
 In
          September 2006, the SEC issued Staff Accounting Bulletin (“SAB”) No. 108,
“ *Considering
          the Effects of Prior Year Misstatements when Quantifying Misstatements
          in
          Current Year Financial Statements* .”
SAB
          No. 108 addresses how the effects of prior year uncorrected misstatements
          should
          be considered when quantifying misstatements in current year financial
          statements. SAB No. 108 requires companies to quantify misstatements using
          a
          balance sheet and income statement approach and to evaluate whether either
          approach results in quantifying an error that is material in light of relevant
          quantitative and qualitative factors. SAB No. 108 is effective for period
          ending
          after November 15, 2006. The Company is currently evaluating the impact
          of
          adopting SAB No. 108 but does not expect that it will have a material effect
          on
          its financial statements.
 
 In
          February 2007, the Financial Accounting Standards Board (FASB) issued SFAS
          No.
          159, “ *The
          Fair Value Option for Financial Assets and Financial Liabilities - Including
          an
          Amendment of FASB Statement No. 115* ”.
          This
          statement permits entities to choose to measure many financial instruments
          and
          certain other items at fair value. Most of the provisions of SFAS No. 159
          apply
          only to entities that elect the fair value option. However, the amendment
          to
          SFAS No. 115 “ *Accounting
          for Certain Investments in Debt and Equity Securities* ”
applies
          to all entities with available-for-sale and trading securities. SFAS No.
          159 is
          effective as of the beginning of an entity’s first fiscal year that begins after
          November 15, 2007. Early adoption is permitted as of the beginning of a
          fiscal
          year that begins on or before November 15, 2007, provided the entity also
          elects
          to apply the provision of SFAS No. 157, “ *Fair
          Value Measurements”.* The
          adoption of this statement is not expected to have a material effect on
          the
          Company's financial statements.
 
 **NOTE
          2**  **ADVANCES
          FROM STOCKHOLDER**
 
 During
          2006, the majority stockholder paid $1,675 of expenses on behalf of the
          Company.
          The loan is non-interest bearing and due on demand. (See Note 5)
 
 During
          2005, the majority stockholder paid $9,838 of expenses on behalf of the
          Company.
          The loan is non-interest bearing and due on demand. (See Note 5)
 
 **NOTE** **3    
NOTE
          PAYABLE**
 
 During
          2006, the Company’s majority shareholder loaned the Company $10,000. The loan is
          unsecured, non-interest bearing and due on demand. (See Note 5) The Company
          recorded interest at 8% as an in-kind contribution of interest expense
          of $1,512
          as of March 31, 2007.
 
 
 F-8
 **REGENESIS
            CENTERS, INC.**
 **F/K/A
            CAPITAL VENTURES GROUP II, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **NOTES
            TO CONDENSED FINANCIAL STATEMENTS**
 **MARCH
            31, 2007**
 **(UNAUDITED)**
 
 **NOTE
          4**  **STOCKHOLDERS’
          DEFICIENCY**
 
 ***(A)
          Increase in Authorized Capital and Name Change***
 
 On
          February 15, 2005, the Company’s board of directors approved the increase in
          authorized capital to: 100,000,000 shares of $0.001 par value common stock
          and
          10,000,000 shares of $0.001 par value preferred stock. In addition, the
          company
          also approved the change in its name to ReGenesis Centers, Inc.
 
 ***(B)
          Common Stock Issued for Cash***
 
 On
          November 30, 1999, the Company issued 1,000,000 shares of common stock
          to its
          founder for cash of $1,000 ($0.001 per share).
 
 During
          2003, the Company issued 29,000 shares of common stock for cash of $2,900
          ($0.001 per share).
 
 On
          February 15, 2005, the Company issued 10,000,000 shares of common stock
          to an
          officer as a signing bonus. The shares were valued at the recent cash offering
          price of $0.001 per share or $100,000.
 
 During
          2005, the Company issued 25,800 shares of common stock for cash of $2,180
          ($0.001 per share). Total additional proceeds to be received are $400
          representing amounts due on subscription.
 
 ***(C)
          In-Kind Contribution***
 
 Since
          November 30, 1999 (inception) to March 31, 2007, the principal stockholder
          of
          the Company paid an aggregate $900 of operating expenses on behalf of the
          Company. (See Note 5) .
 
 In
          2006,
          the principal stockholder of the Company provided services to the Company
          valued
          at $4,500 which was accounted for an in-kind contribution as of December
          31,
          2006.
 
 For
          the
          three months ended March 31, 2007 the principal stockholder of the Company
          provided services to the Company valued at $1,500 which was accounted for
          an
          in-kind contribution.
 
 The
          Company recorded an in-kind contribution of interest expense on the note
          to
          related party at an imputed interest rate of 8% as of March 31,
          2007.
   F-9
 **REGENESIS
            CENTERS, INC.**
 **F/K/A
            CAPITAL VENTURES GROUP II, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **NOTES
            TO CONDENSED FINANCIAL STATEMENTS**
 **MARCH
            31, 2007**
 **(UNAUDITED)**
  **NOTE
          5**  **RELATED
          PARTY TRANSACTIONS**
 
 A
          stockholder of the Company paid $11,513 of expenses on behalf of the Company
          since inception. (See Note 2)
 
 Since
          November 30, 1999 (inception) to March 31, 2007, the principal stockholder
          of
          the Company paid an aggregate $900 of operating expenses on behalf of the
          Company. (See Note 4)
 
 In
          2006,
          the principal stockholder of the Company provided services to the Company
          valued
          at $4500, which was accounted for an in-kind contribution as of December
          31,
          2006.
 
 For
          the
          three months ended March 31, 2007 the principal stockholder of the Company
          provided services to the Company valued at $1,500 which was accounted for
          an
          in-kind contribution.
 
 The
          Company currently leases office space from IAM. Anne Invernale, our president
          and principal shareholder is also a principal shareholder in IAM (See Note
          6).
          Since October 1, 2006, IAM is charging the Company $500 per month for office
          space, services and resources.
 
 **NOTE 6**  **GOING
          CONCERN**
 
 As
          reflected in the accompanying financial statements, the Company is in the
          development stage with no operations and has working
          capital deficiency of
          $30,325 and has a cumulative deficit from inception of $144,817. This raises
          substantial doubt about its ability to continue as a going concern. The
          ability
          of the Company to continue as a going concern is dependent on the Company’s
          ability to raise additional capital and implement its business plan. The
          financial statements do not include any adjustments that might be necessary
          if
          the Company is unable to continue as a going concern.
 
 Management
          believes that actions presently being taken to obtain additional funding
          and
          implement its strategic plans provide the opportunity for the Company to
          continue as a going concern.
    F-10
 **REGENESIS
            CENTERS, INC.**
 **F/K/A
            CAPITAL VENTURES GROUP II, INC.**
 **(A
            DEVELOPMENT STAGE COMPANY)**
 **NOTES
            TO CONDENSED FINANCIAL STATEMENTS**
 **MARCH
            31, 2007**
 **(UNAUDITED)**
 
 **NOTE 7**   **COMMITMENTS
          AND CONTINGENCIES**
 
 On
          August
          31, 2006, the Company entered into a Stock Purchase and Share Exchange
          agreement
          (“The Agreement”) with Institute of Advanced Medicine, Inc. (“IAM”), a Florida
          corporation. The agreement provided that at closing, IAM would be merged
          into a
          subsidiary of the Company and the Company would issue 29,093,320 shares
          of its
          common stock to the shareholders of IAM. This transaction, upon change
          in
          control, is intended to be accounted for as a reverse acquisition and
          recapitalization of IAM. The Company has not completed its due diligence
          and as
          of May 9, 2007 the agreement has not closed.




F-11


**Item
      2.**    **Management’s
      Discussion and Analysis or Plan of Operation**





We
      intend
      to enter into a business combination with a target company in exchange for
      cash
      and/or our securities. On August 31, 2006 (the “Effective Date”), Regenesis
      Centers, Inc., a Florida corporation (“Regenesis”) entered into a Stock Purchase
      and Share Exchange Agreement (the “Agreement”) with Institute of Advanced
      Medicine, Inc., a Florida corporation (“IAM”) and the shareholders of
      shareholders of IAM (“Shareholders”) (collectively IAM and the IAM shareholders
      shall be known as the “IAM Group”). This agreement has not yet closed. Pursuant
      to the Agreement, Regenesis will purchase all of the outstanding shares of
      IAM
      for a total of 29,093,320 shares of Regenesis’ common stock to the IAM
      shareholders. Pursuant to the agreement, IAM will become a wholly owned
      subsidiary of Regenesis. This transaction, upon change in control, is intended
      to be accounted for as a reverse acquisition and recapitalization of IAM. We
      have not completed our due diligence and as of May 9, 2007, and the agreement
      has not closed. The closing of the Agreement is subject to our receipt of
      required audited financial statements from IAM. No assurances can be given
      that
      we will be successful in completing the merger.




We
      have
      no full time employees. Our president has agreed to allocate a portion of her
      time to the activities of the Company, without compensation. The president
      anticipates that our business plan can be implemented by her devoting no more
      than 10 hours per month to the business affairs of the Company and,
      consequently, conflicts of interest may arise with respect to the limited time
      commitment by such officer. A value has been determined for the President’s time
      and recorded as an in-kind contribution as at December 31, 2006.




Our
      Certificate of Incorporation provides that we may indemnify our officers and/or
      directors for liabilities, which can include liabilities arising under the
      securities laws. Therefore, our assets could be used or attached to satisfy
      any
      liabilities subject to such indemnification.





*Results
      of Operation*





We
        did
        not have any operating income from inception through March 31, 2007. For
        the
        three months ended March 31, 2007 we recognized a net loss of $8,011 as compared
        to a net loss of $3,842 for the three months ended March 31, 2006. Expenses
        for
        the quarter were comprised of costs mainly associated with legal, accounting
        and
        office.




*Liquidity
      and Capital Resources*




At
      March
      31, 2007, we had cash of $367. Therefore, we have limited capital resources
      and
      will rely upon the issuance of common stock and additional capital contributions
      from shareholders to fund administrative expenses pending acquisition of an
      operating company. Management plans may, but do not currently provide for
      experts to secure a successful acquisition or merger partner so that it will
      be
      able to continue as a going concern. In the event such efforts are unsuccessful,
      contingent plans have been arranged to provide that the current Director of
      the
      Company is to fund required future filings under the 1934 Act, and existing
      shareholders have expressed an interest in additional funding if necessary
      to
      continue the Company as a going concern.




We
      currently do not have enough cash to satisfy our minimum cash requirements
      for
      the next twelve months. As reflected in the accompanying financial statements,
      we are in the development stage with limited operations. This raises substantial
      doubt about our ability to continue as a going concern. Our ability to continue
      as a going concern is dependent on our ability to raise additional capital.
      The
      financial statements do not include any adjustments that might be necessary
      if
      we are unable to continue as a going concern.




*Recent
      Accounting Pronouncements*




In
      February 2006, the FASB issued SFAS No. 155, " *Accounting
      for Certain Hybrid Financial Instruments-an amendment of FASB Statements No.
      133
      and 140* ",
      to
      simplify and make more consistent the accounting for certain financial
      instruments. SFAS No. 155 amends SFAS No. 133, " *Accounting
      for Derivative Instruments and Hedging Activities* ",
      to
      permit fair value re-measurement for any hybrid financial instrument with an
      embedded derivative that otherwise would require bifurcation, provided that
      the
      whole instrument is accounted for on a fair value basis. SFAS No. 155 amends
      SFAS No. 140, " *Accounting
      for the Impairment or Disposal of Long-Lived Assets* ",
      to
      allow a qualifying special-purpose entity to hold a derivative financial
      instrument that pertains to a beneficial interest other than another derivative
      financial instrument.





SFAS
      No.
      155 applies to all financial instruments acquired or issued after the beginning
      of an entity's first fiscal year that begins after September 15, 2006, with
      earlier application allowed. The adoption of this statement is not expected
      to
      have a material effect on the Company's future reported financial position
      or
      results of operations.





In
      March
      2006, the FASB issued SFAS No. 156, " *Accounting
      for Servicing of Financial Assets, an amendment of FASB Statement No. 140,
      Accounting for Transfers and Servicing of Financial Assets and Extinguishments
      of Liabilities* ".
      This
      statement requires all separately recognized servicing assets and servicing
      liabilities be initially measured at fair value, if practicable, and permits
      for
      subsequent measurement using either fair value measurement with changes in
      fair
      value reflected in earnings or the amortization and impairment requirements
      of
      Statement No. 140. The subsequent measurement of separately recognized servicing
      assets and servicing liabilities at fair value eliminates the necessity for
      entities that manage the risks inherent in servicing assets and servicing
      liabilities with derivatives to qualify for hedge accounting treatment and
      eliminates the characterization of declines in fair value as impairments or
      direct write-downs. SFAS No. 156 is effective for an entity's first fiscal
      year
      beginning after September 15, 2006. The adoption of this statement is not
      expected to have a material effect on the Company's future reported financial
      position or results of operations.





In
      June
      2006, the FASB issued FASB Interpretation No. 48, *“Accounting
      for Uncertainty in Income Taxes, an interpretation of FASB Statements No.
      109”* .
      FIN 48
      clarifies the accounting for uncertainty in income taxes by prescribing a
      two-step method of first evaluating whether a tax position has met a more likely
      than not recognition threshold and second, measuring that tax position to
      determine the amount of benefit to be recognized in the financial statements.
      FIN 48 provides guidance on the presentation of such positions within a
      classified statement of financial position as well as on derecognition, interest
      and penalties, accounting in interim periods, disclosure, and transition. FIN
      48
      is effective for fiscal years beginning after December 15, 2006. The adoption
      of
      this statement is not expected to have a material effect on the Company's future
      reported financial position or results of operations.





In
      September 2006, the FASB issued SFAS No. 157, “ *Fair
      Value Measurements* ”.
      The
      objective of SFAS 157 is to increase consistency and comparability in fair
      value
      measurements and to expand disclosures about fair value measurements. SFAS
      157
      defines fair value, establishes a framework for measuring fair value in
      generally accepted accounting principles, and expands disclosures about fair
      value measurements. SFAS 157 applies under other accounting pronouncements
      that
      require or permit fair value measurements and does not require any new fair
      value measurements. The provisions of SFAS No. 157 are effective for fair value
      measurements made in fiscal years beginning after November 15, 2007. The
      adoption of this statement is not expected to have a material effect on the
      Company's future reported financial position or results of
      operations.





In
      September 2006, the FASB issued SFAS No. 158, “ *Employers’
      Accounting for Defined Benefit Pension and Other Postretirement Plans - an
      amendment of FASB Statements No. 87, 88, 106, and 132(R)* ”.
      This
      statement requires employers to recognize the over-funded or under-funded status
      of a defined benefit postretirement plan (other than a multiemployer plan)
      as an
      asset or liability in its statement of financial position and to recognize
      changes in that funded status in the year in which the changes occur through
      comprehensive income of a business entity or changes in unrestricted net assets
      of a not-for-profit organization. This statement also requires an employer
      to
      measure the funded status of a plan as of the date of its year-end statement
      of
      financial position, with limited exceptions. The provisions of SFAS No. 158
      are
      effective for employers with publicly traded equity securities as of the end
      of
      the fiscal year ending after December 15, 2006. The adoption of this statement
      is not expected to have a material effect on the Company's future reported
      financial position or results of operations.





In
      September 2006, the SEC issued Staff Accounting Bulletin (“SAB”) No. 108,
“ *Considering
      the Effects of Prior Year Misstatements when Quantifying Misstatements in
      Current Year Financial Statements* .”
SAB
      No. 108 addresses how the effects of prior year uncorrected misstatements should
      be considered when quantifying misstatements in current year financial
      statements. SAB No. 108 requires companies to quantify misstatements using
      a
      balance sheet and income statement approach and to evaluate whether either
      approach results in quantifying an error that is material in light of relevant
      quantitative and qualitative factors. SAB No. 108 is effective for period ending
      after November 15, 2006. The Company is currently evaluating the impact of
      adopting SAB No. 108 but does not expect that it will have a material effect
      on
      its financial statements.





In
      February 2007, the Financial Accounting Standards Board (FASB) issued SFAS
      No.
      159, “ *The
      Fair Value Option for Financial Assets and Financial Liabilities - Including
      an
      Amendment of FASB Statement No. 115* ”.
      This
      statement permits entities to choose to measure many financial instruments
      and
      certain other items at fair value. Most of the provisions of SFAS No. 159 apply
      only to entities that elect the fair value option.





However,
      the amendment to SFAS No. 115 “ *Accounting
      for Certain Investments in Debt and Equity Securities* ”
applies
      to all entities with available-for-sale and trading securities. SFAS No. 159
      is
      effective as of the beginning of an entity’s first fiscal year that begins after
      November 15, 2007. Early adoption is permitted as of the beginning of a fiscal
      year that begins on or before November 15, 2007, provided the entity also elects
      to apply the provision of SFAS No. 157, “ *Fair
      Value Measurements”.* The
      adoption of this statement is not expected to have a material effect on the
      Company's financial statements.





Plan
      of Operations




During
      the next twelve months, the Company will actively seek out and investigate
      possible business opportunities with the intent to acquire or merge with one
      or
      more business ventures. In its search for business opportunities, management
      will follow the procedures outlined in Item 1 above. Because the Company has
      limited funds, it may be necessary for the sole officer and director to either
      advance funds to the Company or to accrue expenses until such time as a
      successful business consolidation can be made. The Company will not make it
      a
      condition that the target company must repay funds advanced by its officers
      and
      directors. Management intends to hold expenses to a minimum and to obtain
      services on a contingency basis when possible. However, if the Company engages
      outside advisors or consultants in its search for business opportunities, it
      may
      be necessary for the Company to attempt to raise additional funds. As of the
      date hereof, the Company has not made any arrangements or definitive agreements
      to use outside advisors or consultants or to raise any capital. In the event
      the
      Company does need to raise capital most likely the only method available to
      the
      Company would be the private sale of its securities. Because of the nature
      of
      the Company as a development stage company, it is unlikely that it could make
      a
      public sale of securities or be able to borrow any significant sum from either
      a
      commercial or private lender. There can be no assurance that the Company will
      able to obtain additional funding when and if needed, or that such funding,
      if
      available, can be obtained on terms acceptable to the Company.




The
      Company does not intend to hire any employees, with the possible exception
      of
      part-time clerical assistance on an as-needed basis. Outside advisors or
      consultants will be used only if they can be obtained for minimal cost or on
      a
      deferred payment basis. Management is convinced that it will be able to operate
      in this manner and to continue its search for business opportunities during
      the
      next twelve months.




Critical
      Accounting Policies




Regenesis
      Centers’ financial statements and related public financial information are based
      on the application of accounting principles generally accepted in the United
      States (“GAAP”). GAAP requires the use of estimates; assumptions, judgments and
      subjective interpretations of accounting principles that have an impact on
      the
      assets, liabilities, revenue and expense amounts reported. These estimates
      can
      also affect supplemental information contained in our external disclosures
      including information regarding contingencies, risk and financial condition.
      We
      believe our use of estimates and underlying accounting assumptions adhere to
      GAAP and are consistently and conservatively applied. We base our estimates
      on
      historical experience and on various other assumptions that we believe to be
      reasonable under the circumstances. Actual results may differ materially from
      these estimates under different assumptions or conditions. We continue to
      monitor significant estimates made during the preparation of our financial
      statements.




Our
      significant accounting policies are summarized in Note 1 of our financial
      statements. While all these significant accounting policies impact its financial
      condition and results of operations, Regenesis Centers views certain of these
      policies as critical. Policies determined to be critical are those policies
      that
      have the most significant impact on Regenesis Centers’ financial statements and
      require management to use a greater degree of judgment and estimates. Actual
      results may differ from those estimates. Our management believes that given
      current facts and circumstances, it is unlikely that applying any other
      reasonable judgments or estimate methodologies would cause effect on our
      consolidated results of operations, financial position or liquidity for the
      periods presented in this report.












**Off
        Balance Sheet Arrangements**
  We
        have
        no off-balance sheet arrangements.
 
 **Item
        3.**  **Controls
        and Procedures**
  **Evaluation
        of disclosure controls and procedures**
  Under
        the
        supervision and with the participation of our management, including our
        principal executive officer and principal financial officer, we conducted
        an
        evaluation of our disclosure controls and procedures, as such term is defined
        under Rule 13a-15(e) and Rule 15d-15(e) promulgated under the Securities
        Exchange Act of 1934, as amended (Exchange Act), as of March 31, 2007. Based
        on
        this evaluation, our principal executive officer and principal financial
        officer
        have concluded that our disclosure controls and procedures are effective
        to
        ensure that information required to be disclosed by us in the reports we
        file or
        submit under the Exchange Act is recorded, processed, summarized, and reported
        within the time periods specified in the Securities and Exchange Commission’s
        rules and forms and that our disclosure and controls are designed to ensure
        that
        information required to be disclosed by us in the reports that we file or
        submit
        under the Exchange Act is accumulated and communicated to our management,
        including our principal executive officer and principal financial officer,
        or
        persons performing similar functions, as appropriate to allow timely decisions
        regarding required disclosure.
  **Changes
        in internal controls**
  There
        were no changes (including corrective actions with regard to significant
        deficiencies or material weaknesses) in our internal controls over financial
        reporting that occurred during the first quarter of fiscal 2007 that has
        materially affected, or is reasonably likely to materially affect, our internal
        control over financial reporting.

















**PART
      II - OTHER INFORMATION**




**Item
      1.**  **Legal
      Proceedings** .





The
      Company is currently not a party to any pending legal proceedings and no such
      action by, or to the best of its knowledge, against the Company has been
      threatened.






**Item
      2.**  **Changes
      in Securities.**




None




**Item
      3.**  **Defaults
      Upon Senior Securities.**




None




**Item
      4.**  **Submission
      of Matters to a Vote of Security Holders.**




No
      matter
      was submitted during the quarter ending March 31, 2007, covered by this report
      to a vote of our shareholders, through the solicitation of proxies or
      otherwise.




**Item
      5.**  **Other
      Information.**




On
      August
      31, 2006, we entered into a Stock Purchase and Share Exchange agreement (“The
      Agreement”) with the Institute of Advanced Medicine, Inc. (“IAM”), a Florida
      corporation. The agreement provided that at closing, IAM would be merged into
      a
      subsidiary of ours and we would issue 29,093,320 shares of our common stock
      to
      the shareholders of IAM. This transaction, upon change in control, is intended
      to be accounted for as a reverse acquisition and recapitalization of IAM. We
      have not completed our due diligence and as of May 10, 2007, the agreement
      has
      not closed.







**Item
      6.**  **Exhibits
      and Reports of Form 8-K.**




(a)
      Exhibits




31.1
      Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002




32.1
      Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002




(b)
      Reports of Form 8-K




None











**SIGNATURES**






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




**REGENESIS
      CENTERS, INC.**




*By:
      /s/ Anne Invernale*


Anne
      Invernale,


President,
      Chief Executive Officer,


Chief
      Financial Officer, Secretary &


Director




May
      10,
      2007