U.S.SECURITIES
      AND EXCHANGE COMMISSION


Washington,
      D.C.20549











FORM
      10-QSB











(Mark
      One)





x
            QUARTERLY
                REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIESEXCHANGE
                ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30,
                2007





OR





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





Commission
      file number 000-1321002





BRAMPTON
      CREST INTERNATIONAL INC.


(Name
      of
      small business issuer in its charter)




Nevada
            30-0286164(State
                or other
            (I.R.S.
                Employerjurisdiction
                of incorporation)
            identification
                No.)




1224
      Washington Avenue, Miami Beach, Florida 33139


(Address
      and Zip Code of Principal Executive Offices)





Registrant's
      Telephone Number: (305) 531-1174





Securities
      registered under Section 12(b) of the Exchange Act:


None




Securities
      registered under Section 12(g) of the Exchange Act:


Common
      Stock, $0.001 par value per share


(Title
      of
      Class)




Check
      whether the Issuer (1) has filed all reports required to be filed by Section
      13
      or 15(d) of the Securities Exchange Act of 1934 during the past 12 months (or
      for such shorter period that the registrant was required to file such reports),
      and (2) has been subject to such filing requirements for the past 90
      days.





Yes
x
      No o





State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date.





As
      of **August
      13, 2007** , 51,518,710 shares
      of
      $.001 par value common stock were issued and outstanding.





Transitional
      Small Business Disclosure Format (check one) Yes o No x





Indicate
      if the registrant is a shell company (as defined in Rule 12b-2 of the Exchange
      Act).


Yes
o
      No x







BRAMPTON
      CREST INTERNATIONAL INC.




PagePart
                I. Financial InformationItem
                1. Consolidated Condensed Financial Statements and
                Notes to Financial Statements(a)
                Consolidated Condensed Balance Sheets as of June 30, 2007 and December
                31,
                2006 (unaudited)
            
            F-1(b)
                Consolidated Condensed Statements of Operations for the Three and
                Six
                Months Ended June 30, 2007 and 2006 (unaudited)
            
            F-2(c)
                Consolidated Condensed Statements of Cash Flow for the Six
                Months Ended June 30, 2007 and 2006 (unaudited)
            
            F-3(d)
                Notes to Consolidated Condensed Financial Statements (unaudited)
            
            F-4Item
                2. Management's Discussion and Analysis of Financial Condition and
                Results
                of Operations
            
            4Item
                3. Controls and Procedures
            
            5Part
                II. Other Information
            
            5Item
                1. Legal Proceedings
            
            5Item
                2. Changes in Securities and Small Business Issuer Purchases of Equity
                Securities
            
            5Item
                3. Defaults Upon Senior Securities
            
            5Item
                4. Submission of Matters to a Vote of Security Holders
            
            5Item
                5. Other Information
            
            5Item
                6. Exhibits
            
            5Signatures
            
            6









BRAMPTON
      CREST INTERNATIONAL, INC.


CONSOLIDATED
      CONDENSED BALANCE SHEETS


(Unaudited)


June
                  30,
              
              December
                  31,2007
              
              2006ASSETSCURRENT
                  ASSETSCash
                  and cash equivalents
              
              $
              788,500
              
              $
              864,676Inventory
              
              
              2,156
              
              
              2,250Total
                  current assets
              
              
              790,656
              
              
              866,926PROPERTY
                  AND EQUIPMENTOffice
                  furniture
              
              
              —
              
              
              834Accumulated
                  depreciation
              
              
              —
              
              
              (234
              )Total
                  property and equipment
              
              
              —
              
              
              600TOTAL
                  ASSETS
              
              $
              790,656
              
              $
              867,526LIABILITIES
                  AND STOCKHOLDERS' EQUITYCURRENT
                  LIABILITIESAccounts
                  payable
              
              $
              4,261
              
              $
              22,868STOCKHOLDERS'
                  EQUITYCommon
                  stock
              
              
              51,518
              
              
              51,518Additional
                  paid-in capital
              
              
              1,589,900
              
              
              1,589,900Accumulated
                  deficit
              
              
              (855,023
              )
              
              (796,760
              )Total
                  stockholders' equity
              
              
              786,395
              
              
              844,658TOTAL
                  LIABILITIES AND STOCKHOLDERS' EQUITY
              
              $
              790,656
              
              $
              867,526


See
      accompanying notes to the unaudited Consolidated Condensed Financial
      Statements





F-1




BRAMPTON
      CREST INTERNATIONAL, INC.


CONSOLIDATED
      CONDENSED STATEMENTS OF OPERATIONS


(Unaudited)


Three
                  Months
              
              Three
                  Months
              
              Six
                  Months
              
              Six
                  MonthsEnded
              
              Ended
              
              Ended
              
              EndedJune
                  30,
              
              June
                  30,
              
              June
                  30,
              
              June
                  30,2007
              
              2006
              
              2007
              
              2006SALES
              
              $
              132
              
              $
              309
              
              $
              877
              
              $
              2,421COST
                  OF SALES
              
              
              47
              
              
              —
              
              
              506
              
              
              622GROSS
                  PROFIT
              
              
              85
              
              
              309
              
              
              371
              
              
              1,799SELLING,
                  GENERAL ANDADMINISTRATIVE
                  EXPENSES
              
              
              33,845
              
              
              32,465
              
              
              80,424
              
              
              67,070LOSS
                  FROM OPERATIONS
              
              
              (
                  33,760
              )
              
              (32,156
              )
              
              (80,053
              )
              
              (65,271
              )OTHER
                  INCOME (EXPENSE)Interest
                  Income
              
              
              10,067
              
              
              10,364
              
              
              22,270
              
              
              21,536Loss
                  on Disposal of Fixed Assets
              
              
              (480
              )
              
              —
              
              
              (480
              )
              
              —Total
                  Other Income (Expenses)
              
              
              9,587
              
              
              10,364
              
              
              21,790
              
              
              21,536LOSS
                  BEFORE INCOME TAXES
              
              
              (24,173
              )
              
              (21,792
              )
              
              (58,263
              )
              
              (43,735
              )INCOME
                  TAX BENEFIT
              
              
              —
              
              
              —
              
              
              —
              
              
              —NET
                  LOSS
              
              $
              (24,173
              )
              $
              (21,792
              )
              $
              (58,263
              )
              $
              (43,735
              )LOSS
                  PER SHARE -BASIC
                  AND DILUTED
              
              $
              (0.00
              )
              $
              (0.00
              )
              $
              (0.00
              )
              $
              (0.00
              )WEIGHTED
                  AVERAGE COMMON SHARESOUTSTANDING
                  - BASIC AND DILUTED
              
              
              51,518,710
              
              
              51,518,710
              
              
              51,518,710
              
              
              51,518,710





See
      accompanying notes to the unaudited Consolidated Condensed Financial
      Statements




F-2




BRAMPTON
      CREST INTERNATIONAL, INC.


CONSOLIDATED
      CONDENSED STATEMENTS OF CASH FLOWS


(Unaudited)


Six
                  Months
              
              Six
                  MonthsEnded
              
              EndedJune
                  30,
              
              June
                  30,2007
              
              2006CASH
                  FLOWS FROM OPERATINGACTIVITIES:Net
                  loss
              
              $
              (58,263
              )
              $
              (43,735
              )Adjustments
                  to reconcile net loss to netcash
                  used in operating activities:Depreciation
              
              
              120
              
              
              115Loss
                  on disposal of fixed assets
              
              
              480
              
              
              —Changes
                  in operating assets and liabilities:Decrease
                  in:Inventory
              
              
              94
              
              
              623(Decrease)
                  in:Accounts
                  payable and accrued expenses
              
              
              (18,607
              )
              
              (14,139
              )Net
                  Cash Used In Operating Activities
              
              
              (76,176
              )
              
              (57,136
              )Net
                  Cash Provided By(Used In)Investing Activities
              
              
              —
              
              
              —Net
                  Cash Provided By(Used In) Financing Activities
              
              
              —
              
              
              —NET
                  DECREASE IN CASH AND CASH EQUIVALENTS
              
              
              (76,176
              )
              
              (57,136
              )CASH
                  AND CASH EQUIVALENTS, BEGINNING OF PERIOD
              
              
              864,676
              
              
              930,911CASH
                  AND CASH EQUIVALENTS, END OF PERIOD
              
              $
              788,500
              
              $
              873,775SUPPLEMENTAL
                  DISCLOSURE OF CASH FLOW INFORMATION:Interest
                  paid during the period
              
              $
              —
              
              $
              —Income
                  taxes paid during the period
              
              $
              —
              
              $
              —





See
      accompanying notes to the unaudited Consolidated Condensed Financial
      Statements




F-3


BRAMPTON
      CREST INTERNATIONAL, INC.


NOTES
      TO
      CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


For
      the
      Six Months Ended June 30, 2007 and 2006





NOTE
      1 -
      BASIS OF PRESENTATION





The
      accompanying unaudited consolidated condensed financial statements, which are
      for interim periods, do not include all the information and footnote disclosures
      provided in the annual consolidated financial statements. These unaudited
      consolidated condensed financial statements should be read in conjunction with
      the financial statements and footnotes thereto contained in the Form 10-KSB
      for
      the year ended December 31, 2006 of Brampton Crest International, Inc. as filed
      with the U.S. Securities and Exchange Commission. The summary December 31,
      2006
      balance sheet was derived from audited financial statements but does not include
      all disclosures required by generally accepted accounting principles at December
      31, 2006.





In
      the
      opinion of the Company's management, the accompanying unaudited consolidated
      condensed financial statements contain all adjustments (which are of a normal
      recurring nature) necessary for a fair presentation of the financial statements.
      The results for interim periods are not necessarily indicative of the financial
      statements.





NOTE
      2 -
      SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES





ORGANIZATION
      AND CAPITALIZATION





Brampton
      Crest International, Inc., formerly known as Hamilton-Biophile Companies ("the
      Company"), a Nevada corporation, was formerly organized as Mehl/Biophile
      International Corporation. On March 22, 2000, the Company was reorganized as
      Hamilton-Biophile Companies. Effective November 9, 2004, the Company changed
      its
      name to Brampton Crest International, Inc.





On
      January 3, 2000, the Company filed a petition for Chapter 11 reorganization
      in
      US Bankruptcy Court, Eastern District of California. On March 27, 2001, the
      Court confirmed the Plan of Reorganization and on July 3, 2003, the bankruptcy
      case was closed. On March 22, 2004, the bankruptcy case was reopened to
      implement the confirmed plan and complete a stock purchase agreement. On
      November 24, 2004, the court confirmed the Plan of Reorganization and the
      bankruptcy case was closed.





BUSINESS





The
      Company was originally engaged in the sale and distribution of consumer personal
      care products and professional laser hair removal. Prior to the bankruptcy
      filing, the Company had already lost substantially all of its assets to a
      creditor and business activities were reduced to a minimum. Following the
      bankruptcy and through June 30, 2007, business activities were kept at a
      minimum.





Effective
      March 2, 2007, the Company announced that it had formed a wholly owned
      subsidiary, White Peak Capital Group, Inc., a Florida corporation ("White Peak")
      that will focus on making secured short and medium term loans. Effective July
      2007 White Peak changed its name to Laurentian Peak Capital Group (Laurentian).
      Laurentian corporate structure and marketing plan remains the same as it was
      with White Peak.





Laurentian
      will generate its own business through an established network of finance
      industry contacts developed by its management and by seeking participations
      with
      other originators, known to the company management. Laurentian loans will be
      both short and medium term, secured by accounts and trade receivables, real
      estate, credit card receivables, equipment, letters of credit and shares of
      stock. The originators from whom Laurentian will purchase participations are
      established companies known to Laurentian management.





Laurentian
      recently obtained a license as a mortgage lender and is now able to begin to
      implement it’s marketing plan.





The
      Company will continue the business of marketing and selling consumer cosmetics
      and non-prescription dermatology products through the use of one independent
      sales consultant, who covers Florida. As sales have been continuously
      lackluster, the Company has decided to re-focus its energies and resources
      into
      the development and implementation of Laurentian’s operation as well as finding
      a suitable business combination.





F-4




BRAMPTON
      CREST INTERNATIONAL, INC.


NOTES
      TO
      CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


For
      the
      Six Months Ended June 30, 2007 and 2006





USE
      OF
      ESTIMATES





The
      preparation of financial statements in conformity with accounting principles
      generally accepted in the United States of America requires management to make
      estimates and assumptions that affect the reported amounts of assets and
      liabilities and disclosures of contingent assets and liabilities at the date
      of
      the financial statements and the reported amount of revenues and expenses during
      the reported period. Actual results could differ from those
      estimates.




CASH
      AND
      CASH EQUIVALENTS





The
      Company considers all highly liquid investments with an original term of three
      months or less to be cash equivalents. At June 30, 2007 and December 31, 2006,
      the Company had cash equivalents in the amount of approximately $788,500 and
      $864,000 respectively, all in low risk investments.




ACCOUNTS
      RECEIVABLE





The
      Company conducts business and extends credit based on the evaluation of its
      customers' financial condition, generally without requiring collateral. Exposure
      to losses on receivables is expected to vary by customer due to the financial
      condition of each customer. The Company monitors credit losses and maintains
      allowances for anticipated losses considered necessary under the circumstances.
      Recoveries of accounts previously written off are recognized as income in the
      periods in which the recoveries are made.





INVENTORY





Inventory
      is comprised of finished goods of consumer personal care products and is stated
      at lower of cost or market.





REVENUE
      RECOGNITION





The
      Company recognizes revenues when a sales agreement has been executed, delivery
      has occurred, and collectibility of the fixed or determinable sales price is
      reasonably assured.





PROPERTY
      AND EQUIPMENT





Property
      and equipment are stated at cost. Depreciation is computed using the
      straight-line method over the estimated useful lives of the assets. Expenditures
      for major betterments and additions are capitalized, while replacement,
      maintenance and repairs, which do not extend the lives of the respective assets
      are charged to expense currently. Any gain or loss on disposition of assets
      is
      recognized currently in the statement of income.




INCOME
      TAXES





The
      Company accounts for income taxes using SFAS No. 109, "Accounting for Income
      Taxes," which requires recognition of deferred tax liabilities and assets for
      expected future tax consequences of events that have been included in the
      financial statements or tax returns. Under this method, deferred tax liabilities
      and assets are determined based on the difference between the financial
      statement and tax basis of assets and liabilities using enacted tax rates in
      effect for the year in which the differences are expected to reverse. A
      valuation allowance is recorded for deferred tax assets if it is more likely
      than not that some portion or all of the deferred tax assets will not be
      realized.




Effective
      December 31, 2006, we adopted FIN 48, *“Accounting
      for Uncertainty in Income Taxes.”* FIN
      48
      clarifies the accounting for uncertainty in income taxes recognized in financial
      statements in accordance with SFAS No. 109, *“Accounting
      for Income Taxes.”* FIN
      48
      prescribes a recognition threshold and measurement attribute for the financial
      statement recognition and measurement of a tax position taken or expected to
      be
      taken in a tax return. FIN 48 requires that we determine whether the benefit
      of
      our tax positions is more likely than not to be sustained upon audit, based
      on
      the technical merits of the tax position. For tax positions that are more likely
      than not to be sustained upon audit, we recognize the greatest amount of the
      benefit that is more likely than not to be sustained in our consolidated
      condensed financial statements. For tax positions that are not more likely
      than
      not to be sustained upon audit, we do not recognize any portion of the benefit
      in our condensed consolidated financial statements. The provisions of FIN 48
      also provide guidance on derecognition, classification, interest and penalties,
      accounting in interim periods, and disclosure. Our policy for interest and
      penalties under FIN 48, related to income tax exposures was not impacted as
      a
      result of the adoption of the recognition and measurement provisions of FIN
      48.
      Therefore, we continue to recognize interest and penalties as incurred within
      *“income
      taxes”*in
      our
      condensed consolidated statements of operations, when applicable. There was
      no
      change to our accumulated deficit as of December 31, 2006 as a result of the
      adoption of the recognition and measurement provisions of FIN 48. We did
      identify certain potential liabilities that would have met the pre FIN 48
      accruals criteria, discussed above, and therefore recorded the adjustment
      through our income tax provision in the current period, as**it**was
      not
      material to any periods impacted.




F-5





BRAMPTON
      CREST INTERNATIONAL, INC.


NOTES
      TO
      CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


For
      the
      Six Months Ended June 30, 2007 and 2006




EARNINGS
      (LOSS) PER SHARE




Earnings
      (loss) per share is computed in accordance with SFAS No. 128, "Earnings per
      Share". Basic earnings (loss) per share is computed by dividing net income
      (loss), after deducting preferred stock dividends accumulated during the period,
      by the weighted-average number of shares of common stock outstanding during
      each
      period. Diluted earnings per share is computed by dividing net income by the
      weighted-average number of shares of common stock, common stock equivalents
      and
      other potentially dilutive securities outstanding during the period. The
      outstanding warrants at June 30, 2007 and 2006, respectively are anti-dilutive
      and therefore are not included in earnings (loss) per share.




ACCOUNTING
      FOR STOCK-BASED COMPENSATION




The
      Company adopted SFAS No. 123R, "Accounting for Stock-Based Compensation". This
      statement requires a public entity to measure the cost of employee services
      received in exchange for an award of equity instruments based on the grant-date
      fair value of the award (with limited exceptions). That cost will be recognized
      over the period during which an employee is required to provide
      service.




In
      addition, a public entity is required to measure the cost of employee services
      received in exchange for an award of liability instruments based on its current
      fair value. The fair value of that award has been remeasured subsequently at
      each reporting date through the settlement date. Changes in fair value during
      the requisite service period will be recognized as compensation cost over that
      period.





RECLASSIFICATIONS





Certain
      prior periods' balances have been reclassified to conform to the  current
      period’s financial statement presentation. These reclassifications had no impact
      on previously reported results of operations or stockholders'
      equity.




NOTE
      3-RECENT ACCOUNTING PRONOUNCEMENTS




In
      May
      2007, the FASB issued FASB Staff Position (“FSP”) FIN 48-1, or “FSP FIN 48-1,”
which clarifies when a tax position is considered settled under FIN 48. The
      FSP
      explains that a tax position can be effectively settled on the completion of
      an
      examination by a taxing authority without legally being extinguished. For tax
      positions considered effectively settled, an entity would recognize the full
      amount of tax benefit, even if (1) the tax position is not considered more
      likely than not to be sustained solely on the basis of its technical merits
      and
      (2) the statute of limitations remain open. FSP FIN 48-1 should be applied
      upon the initial adoption of FIN 48. The impact of our adoption of FIN 48 (as
      of
      January 1, 2007) is in accordance with this FSP and the implementation has
      not resulted in any changes to our consolidated financial
      statements.




F-6




BRAMPTON
      CREST INTERNATIONAL, INC.


NOTES
      TO
      CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


For
      the
      Six Months Ended June 30, 2007 and 2006





NOTE
      3-RECENT ACCOUNTING PRONOUNCEMENTS (CONTINUED)





In
      September 2006, the FASB issued Statement of Financial Accounting Standards
      No.
      157, “Fair Value Measurements” (“FAS 157”). This Statement defines fair value as
      used in numerous accounting pronouncements, establishes a framework for
      measuring fair value in generally accepted accounting principles and expands
      disclosure related to the use of fair value measures in financial statements.
      The Statement is to be effective for the Company’s financial statements issued
      in 2008; however, earlier application is encouraged. The Company is currently
      evaluating the timing of adoption and the impact that adoption might have on
      its
      financial position or results of operations.





In
      February 2007, the FASB issued SFAS No. 159, *The
      Fair Value Option for Financial Assets and Financial
      Liabilities* .
      SFAS
      No. 159 permits entities to choose to measure eligible financial
      instruments at fair value. The unrealized gains and losses on items for which
      the fair value option has been elected should be reported in earnings. The
      decision to elect the fair value options is determined on an instrument by
      instrument basis, it should be applied to an entire instrument, and it is
      irrevocable. Assets and liabilities
      measured at fair value pursuant to the fair value option should be reported
      separately in the balance sheet from those instruments measured using another
      measurement attribute. SFAS No. 159 is effective as of the beginning of the
      first fiscal year that begins after November 15, 2007. The Company is
      currently analyzing the potential impact of adoption of SFAS No. 159 to its
      financial statements.




Other
      accounting standards that have been issued or proposed by the FASB or other
      standards-setting bodies that do not require adoption until a future date are
      not expected to have a material impact on the financial statements upon
      adoption.




NOTE
      4 -
      RELATED PARTY TRANSACTION





The
      Company occupies office space on an "as need" basis in Miami Beach, Florida.
      The
      space is provided rent-free by the Company's General Counsel. Due to the limited
      amount of time the office space is utilized by the Company its value is deemed
      to be immaterial.




NOTE
      5 -
      COMMON STOCK





PRIVATE
      PLACEMENT OFFERING





On
      November 1, 2004 the Company entered into a private placement agreement which
      was completed during December 2004, when all restrictions were lifted and the
      funds were released from escrow. The Company sold 8,334,000 units for $.15
      per
      unit for a total price of $1,250,100. Each unit consists of one share of common
      stock and a warrant to purchase one additional share of common stock a $.001
      per
      share. The warrants expire in November
      24, 2007. The warrants were valued, utilizing the Black-Scholes option
      pricing model. Accordingly, the total proceeds of $1,250,100 were allocated
      to
      the common stock (allocated $626,948) and the warrants (allocated $623,152)
      on a
      prorata basis. The allocated value of the warrants has been recorded as
      additional paid-in-capital.





On
      January 11, 2005, the Company sold a similar 1,666,000 units at $.15 per unit
      for a total sale price of $249,900. Each unit consisted of 1 share of common
      stock and one warrant to purchase one additional share of common stock at $.001
      per share. The warrants expire in January 2008. The
      warrants were valued, utilizing the Black-Scholes option pricing model.
      Accordingly, the total proceeds were allocated to the common stock (allocated
      $125,327) and the warrants (allocated $124,573) on a pro-rata basis. The
      allocated value of the warrants has been recorded as additional paid in
      capital.





COMMON
      STOCK OUTSTANDING





As
      of
      June 30, 2007 and December 31, 2006, common stock of 100,000,000 shares were
      authorized at a par value of $.001 per share. As of the respective dates the
      Company had 51,518,710 shares issued and outstanding.





F-7





BRAMPTON
      CREST INTERNATIONAL, INC.


NOTES
      TO
      CONSOLIDATED CONDENSED FINANCIAL STATEMENTS


For
      the
      Six Months Ended June 30, 2007 and 2006




STOCK
      WARRANTS





As
      previously discussed, the Company issued 1,666,000 stock warrants during the
      year ended December 31, 2005 and 48,434,000 stock warrants during the year
      ended
      December 31, 2006 in connection with a stock purchase agreement, private
      placement offerings, and a consulting agreement. The following represents the
      stock warrant activity during the year ended December 31, 2006 and the six
      months ended June 30, 2007.


WeightedAverageWarrants
              
              PriceBeginning
                  Balance, 1/1/06
              
              
              50,145,000
              
              $
              .001Warrants
                  expired (March 2006)
              
              
              (45,000
              )
              $
              .200Balance,
                  12/31/06
              
              
              50,100,000
              
              $
              .001Activity:1/1/07
                  to 6/30/07
              
              
              —
              
              
              —Balance,
                  6/30/07
              
              
              50,100,000
              
              $
              .001




NOTE
      6 -
      OTHER MATTERS





CONSULTING
      AGREEMENT





Effective
      February 1, 2007 the Company entered into a consulting contract by and between
      Laurentian and its Vice President, Tsvi Katsir. As of June 30, 2007 Tsvi Katsir
      has continued with the consulting agreement. Pursuant to the agreement, Mr.
      Katsir received a Consulting fee of $3,333 per month and an option to acquire
      200,000 shares of Brampton Crest International, Inc.’s common stock, par value
      $.01 per share at a price equal to the offering price in a possible future
      private placement memorandum or public offering. The Option shall be delivered
      at the time the offering of the private placement or public offering is
      commenced, whichever is sooner.





F-8




ITEM
              2.
            MANAGEMENT'S
                DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
                OPERATIONS





Management's
      Discussion and Analysis contains various "forward looking statements" within
      the
      meaning of Section 21E of the Securities Exchange Act of 1934, as amended,
      regarding future events or the future financial performance of the Company
      that
      involve risks and uncertainties. Certain statements included in this Form
      10-QSB, including, without limitation, statements related to anticipated cash
      flow sources and uses, and words including but not limited to "anticipates",
      "believes", "plans", "expects", "future" and similar statements or expressions,
      identify forward looking statements. Any forward-looking statements herein
      are
      subject to certain risks and uncertainties in the Company's business, including
      but not limited to, reliance on customers and competition in its markets, market
      demand, product performance, maintenance of relationships with key suppliers,
      difficulties of contracting or retaining independent contractors and any changes
      in current accounting rules, all of which may be beyond the control of the
      Company. The Company's actual results could differ materially from those
      anticipated in these forward-looking statements as a result of certain factors,
      including those set forth therein.





Management's
      Discussion and Analysis of Results of Financial Condition and Results of
      Operations ("MD&A") should be read in conjunction with the consolidated
      condensed financial statements included herein. Further, this quarterly report
      on Form 10-QSB should be read in conjunction with the Company's Financial
      Statements and Notes to Financial Statements included in Report on Form 10-KSB
      for the year ended December 31, 2006.




Overview





Brampton
      Crest International, Inc. ("the Company"), a Nevada corporation, was originally
      organized as Selvac Corporation, a Delaware corporation. On June 28, 1982,
      the
      Selvac Corporation restated its Certificate of Incorporation and changed its
      name to Mehl/Biophile International Corporation. On March 22, 2000, the Company
      reorganized as Hamilton-Biophile Companies. On November 26, 2001, the Company
      re-domiciled to Nevada. Hamilton Biophile Companies changed their name to
      Brampton Crest International, Inc., effective on November 9, 2004.





The
      Company filed a Form 10-SB on December 16, 2004, and on May 17, 2005 became
      a
      reporting company pursuant to the Securities Exchange Act of 1934.




The
      Company's 15c-211 filed on October 3, 2005 to
      list its securities on the Bulletin Board Exchange was approved on November
      30,
      2005 and the stock now trades under the ticker symbol BRCI.OB.


On
        January 29, 2007, the Board of Directors accepted the resignation of J. Rod
        Martin as Chief Executive Officer and director submitted to the Board on
        January
        29, 2007. There were no disagreements with J. Rod Martin on any matter of
        accounting principles or practices, financial statement disclosure or auditing
        scope or procedure.
 
 On
        January 29, 2007, the Board of Directors appointed Robert Wineberg as the
        Chief
        Executive Officer, Principal Accounting Officer for the Company and a member
        of
        the Board of Directors. Mr. Wineberg was our Secretary-Treasurer from January
        2005 through November 2005 and Chief Financial Officer from April, 2005 through
        November 2005. From November 2005 to his appointment as CEO in January of
        2007
        Mr. Wineberg served as a consultant for the company. Mr. Wineberg is a graduate
        of McGill University with a B. Comm. in Accounting, Systems and Computers.
        Mr.
        Wineberg is a Chartered Accountant (C.A.) and a Chartered Financial Analyst
        (C.F.A.).
 
 Business
 
 Effective
        March 2, 2007, the Company announced that it had formed a wholly owned
        subsidiary, White Peak Capital Group, Inc., a Florida corporation ("White
        Peak")
        that will focus on making secured short and medium term loans. Effective
        July, 2007White
        Peak changed its name to Laurentian Capital Group (“Laurentian”). Laurentian
        corporate structure and marketing plan remains the same as it was with White
        Peak.
 
 Laurentian
        will generate its own business through an established network of finance
        industry contacts developed by its management and by seeking participations
        with
        other originators, known to the company management. Laurentian loans will
        be
        both short and medium term, secured by accounts and trade receivables, real
        estate, credit card receivables, equipment, letters of credit and shares
        of
        stock. The originators from whom Laurentian will
        purchase participations are established companies known to Laurentian
        management.
 
 2
 
 Laurentian
        will initially be funded by capital from BRCI. The Company intends to raise
        additional capital, and will attempt to secure bank lines of credit to further
        its lending activities. However, there are no assurances or guarantees that
        the
        lines of credit or additional capital will be achieved.
 
 The
        Company will continue the business of marketing and selling consumer cosmetics
        and non-prescription dermatology products through the use of one independent
        sales consultant, who covers Florida. As sales have been continuously
        lackluster, the Company has decided to re-focus its energies and resources
        into
        the development and implementation of Laurentian’s operation as well as finding
        a suitable business combination.
 
 In
        conjunction with developing our business, management has determined that
        it
        would be prudent to acquire or merge with an entity that has the ability
        to
        generate revenues that would serve to enhance shareholder value and limit
        our
        need to pursue any additional funding in the future. To this end, we have
        entered into a non-exclusive agreement with Merrill Lynch, Pierce, Fenner
&
Smith Incorporated whereby the Company seeks advisory and other corporate
        finance services and assistance in acquiring a business or entering into
        a
        business combination. Merrill Lynch has agreed to provide advisory services
        in
        connection with acquisitions, recapitalization, sale of business and or other
        corporate finance services. Management intends to actively pursue a business
        transaction that will enhance shareholder value through amalgamation with
        a
        revenue producing business to assist in acquiring a business or entering
        into a
        business combination. In addition, management will seek other business
        opportunities to achieve our objectives. There are no merger or acquisition
        candidates as of the date herein.
  SIX
        MONTHS ENDED JUNE 30, 2007
 COMPARED
        TO SIX MONTHS ENDED JUNE 30, 2006
 
 Sales
        decreased from $2,421 for the six month period ended June, 2006 to $877 for
        the
        six month period ended June 30, 2007, primarily as a result of poor market
        conditions.
 
 Costs
        of
        sales decreased from $622 for the six month period ended June 30, 2006 to
        $506
        for the six month period ended June 30, 2007, primarily due to the decrease
        of
        sales of the Company's products.
 
 Selling,
        general and administrative expenses increased from $67,070 for the six month
        period ended June 30, 2006 to $80,424 for the six month period ended June
        30,
        2007 due to costs associated with the start up of the new subsidiary Laurentian
        Capital.
 
 Other
        income (expenses) for the six months ended June 30, 2007 increased to $21,790
        from $21,536 for the six month period ended June 30,2006. The small increase
        was
        due to higher dividends and interest on the investments.
  Net
        loss
        increased from a net loss of $43,735 for the six month period ended June
        30,
        2006 to net loss of $58,263 for the six month period ended June 30, 2007,
        due to
        the above analysis of income and expenses.
 
 THREE
        MONTHS ENDED JUNE 30, 2007
 COMPARED
        TO THREE MONTHS ENDED JUNE 30, 2006
 
 Sales
        decreased from $309 for the three month period ended June, 2006 to $132 for
        the
        six month period ended June 30, 2007, primarily as a result of poor market
        conditions.
 
 Costs
        of
        sales increased from $0 for the three month period ended June 30, 2006 to
        $47
        for the six month period ended June 30, 2007, primarily due to sale last
        year on
        written-off inventory and sales of purchased inventory in the current
        period.
 
 Selling,
        general and administrative expenses increased from $32,465 for the three
        month
        period ended June 30, 2006 to $33,845 for the three month period ended June
        30,
        2007 due to costs associated with the start up of the new subsidiary Laurentian
        Capital.
 
 Other
        income (expenses) for the three months ended June 30, 2007 decreased to $9,587
        from $10,364 for the three month period ended June 30, 2006. The small decrease
        was due to less dividends and interest on less investments in the
        account.
  Net
        loss
        increased from a net loss of $21,792 for the three month period ended June
        30,
        2006 to net loss of $24,173 for the six month period ended June 30, 2007, due
        to
        the above analysis of income and expenses.
 
 3
  Current
        Assets
 
 Cash
        decreased from $864,676 at December 31, 2006 to $788,500 at June 30, 2007,
        primarily as a result of the loss realized by the Company in the
        current
 quarter.
 
 Total
        assets decreased from $867,526 at December 31, 2006 to $790,656 at June 30,
        2007, primarily as a result of the decrease in cash as a result of the loss
        realized by the Company in the current quarter and payments on prior year
        accounts payable.
 
 Current
        liabilities decreased from $22,868 at December 31, 2006 to $4,261 at June
        30,
        2007, due to the additional accounts payable paid for legal and professional
        fees outstanding at the end of the year and paid in the current
        quarter.
 
 Liquidity
        and Capital Resources.
 
 We
        are
        financing our operations and other working capital requirements principally
        from
        the receipt of proceeds in the amount of $1,250,100 from a private placement
        of
        our securities in 2004 and an additional sale of 1,666,000 units for total
        proceeds of $249,900 in 2005. Management intends to use the proceeds from
        the
        offering and the additional stock sale, towards the implementation of the
        business plan (including finding an appropriate revenue producing business
        opportunity) and to provide working capital for future expansion of the
        Company's operations.
 
 ITEM
        3.
        CONTROLS AND PROCEDURES
 
 a)
        Evaluation of Disclosure Controls and Procedures.
 
 Under
        the
        supervision and with the participation of our management, including our Chief
        Executive Officer and Chief Financial Officer, we evaluated the effectiveness
        of
        the design and operation of our disclosure controls and procedures (as such
        term
        is defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the
        "Exchange Act")). Disclosure controls and procedures are the controls and
        other
        procedures that we designed to ensure that we record, process, summarize
        and
        report in a timely manner the information we must disclose in reports that
        we
        file with or submit to the Securities and Exchange Commission under the Exchange
        Act. Based on this evaluation, our Chief Executive Officer and our Chief
        Financial Officer concluded that our disclosure controls and procedures were
        effective as of the end of the period covered by this report.
 
 Disclosure
        controls and procedures are controls and procedures that 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 Securities and Exchange
        Commission's rules and forms. Disclosure controls and procedures include,
        without limitation, controls and procedures designed to ensure that information
        required to be disclosed in our reports filed under the Exchange Act is
        accumulated and communicated to management, including our principal executive
        officer and our principal financial officer, as appropriate, to allow timely
        decisions regarding required disclosure.
  (b)
        Changes in Internal Control over Financial Reporting.
 
 During
        the quarter ended June 30, 2007, there was no change in our internal control
        over financial reporting (as such term is defined in Rule 13a-15(f) under
        the
        Exchange Act) that has materially affected, or is reasonably likely to
        materially affect, our internal control over financial reporting.
  4
  PART
        II
        OTHER INFORMATION
 
 Item
        1.
        Legal Proceedings
 
 Not
        applicable
  Item
        2.
        Changes in Securities and Small Business Issuer Purchases of Equity Securities
 
 Not
        applicable
  Item
        3.
        Defaults Upon Senior Securities
 
 Not
        applicable
  Item
        4.
        Submission of Matters to a Vote of Security Holders
 
 None.
  Item
        5.
        Other Information
 
 Not
        applicable
  Item
        6.
        Exhibits
 
 Exhibits:
 31.1
                
                Certification
                    of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley
                    Act.31.2
                
                Certification
                    of Principal Financial and Accounting Officer Pursuant to Section
                    302 of
                    the Sarbanes-Oxley Act.32.1
                
                Certification
                    of Chief Executive Officer Pursuant to Section 906 of the Sarbanes-Oxley
                    Act.32.2
                
                Certification
                    of Principal Financial and Accounting Officer Pursuant to Section
                    906 of
                    the Sarbanes-Oxley Act.
  5
  SIGNATURES
 
 Pursuant
        to the requirements of Section 13 or 15(b) of the Securities Exchange Act
        of
        1934, the registrant caused this report to be signed on its behalf by the undersigned,
        thereunto duly authorized, in the City of Miami Beach, Florida, on August
        8 ,
        2007.
 BRAMPTON
                  CREST INTERNATIONAL INC.Date:
                August
                13, 2007
              By:
              /s/
                Robert WinebergRobert
                  Wineberg
                President,
                  Principal Executive Officer
  Date:August 13, 2007
              By:
              /s/
                Brad
                HackerBrad
                    Hacker
                  Chief
                    Financial Officer
  6