**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**WASHINGTON,
      D.C. 20549**





**FORM
      10-QSB**





(Mark
      One)





**[X]**
            **QUARTERLY
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
                1934**





For
      the
      quarterly period ended September 30, 2007





**[  
                ]**
            **TRANSITION
                REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
                ACT**





For
      the
      transition period from ____________ to ______________





Commission
      file number: 333-131948





**DATA
      CALL TECHNOLOGIES, INC.**


(Name
      of
      small business issuer in its charter)





**Nevada**
            **30-0062823**(State
                of organization)
            (I.R.S.
                Employer Identification No.)





**600
      Kenrick, Suite B-12, Houston, Texas 77060**


(Address
      of principal executive offices)





**(832)
      230-2376**


(Registrant's
      telephone number)





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





As
      of
      November 13, 2007, 73,512,000 shares of Common Stock of the issuer were
      outstanding ("Common Stock").





Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act). Yes [   ] No [X].





Transitional
      Small Business Disclosure Format (Check One): Yes [   ] No
      [X].











**PART
      I. FINANCIAL INFORMATION**





**ITEM
      1. FINANCIAL STATEMENTS**


**DATA
                CALL TECHNOLOGIES, INC.**(A
                Development Stage Company)**Condensed
                Balance Sheets**September
                30, 2007 and December 31, 2006(Unaudited)Assets
            
            2007
            
            
            2006(Audited)Current
                assets:Cash
            
            $
            40,619
            
            
            $
            281,699Accounts
                receivable, net
            
            
            16,770
            
            
            
            10,024Total
                current assets
            
            
            57,389
            
            
            
            291,723Property
                and equipment
            
            
            118,304
            
            
            
            118,304Less
                accumulated depreciation
            
            
            56,622
            
            
            
            36,888Net
                property and equipment
            
            
            61,682
            
            
            
            81,416Other
                assets
            
            
            5,255
            
            
            
            5,255Total
                assets
            
            $
            124,326
            
            
            $
            378,394Liabilities
                and Stockholders' EquityCurrent
                liabilities:Accounts
                payable
            
            
            74,006
            
            
            
            87,521Short-term
                note payable to shareholder
            
            
            -
            
            
            
            50,000Total
                current liabilities
            
            
            74,006
            
            
            
            137,521Redeemable
                common stock
            
            
            204,400
            
            
            
            204,400Total
                liabilities
            
            
            278,406
            
            
            
            341,921Stockholders'
                equity (deficit):Preferred
                stock, $.001 par value. Authorized 10,000,000 shares:None
                issued.
            
            
            -
            
            
            
            -


Common
                stock, $.0001 par value.  Authorized 200,000,000
                shares:68,668,100
                shares issued and outstanding at September 30, 2007,58,368,100
                shares issued and outstanding at December 31, 2006
            
            
            68,668
            
            
            
            58,368Additional
                paid-in capital
            
            
            7,335,800
            
            
            
            6,088,164Deficit
                accumulated during the development stage
            
            
            (7,275,770
            )
            
            
            (6,069,782
            )128,698
            
            
            
            76,750Deferred
                stock compensation
            
            
            (282,778
            )
            
            
            (40,277
            )Total
                stockholders' equity (deficit)
            
            
            (154,080
            )
            
            
            36,473Total
                liabilities and stockholders' equity
            
            $
            124,326
            
            
            $
            378,394See
                accompanying notes to financial statements.




-2-




**DATA
                CALL TECHNOLOGIES, INC.**(A
                Development Stage Company)**Condensed
                Statements of Operations**Three
                and nine months ended September 30, 2007 and 2006(Unaudited)





Three
                months ended September 30,
            
            
            Nine
                months ended September 30,
            
            
            September
                30,2007
            
            
            2006
            
            
            2007
            
            
            2006
            
            
            2007RevenuesSales
            
            $
            26,733
            
            
            $
            38,647
            
            
            $
            82,146
            
            
            $
            55,112
            
            
            $
            157,343Cost
                of sales
            
            
            15,720
            
            
            
            25,471
            
            
            
            35,927
            
            
            
            25,471
            
            
            
            93,543Gross
                margin
            
            
            11,013
            
            
            
            13,176
            
            
            
            46,219
            
            
            
            29,641
            
            
            
            63,800Operating
                expenses:Employee
                compensation
            
            
            131,903
            
            
            
            202,777
            
            
            
            723,477
            
            
            
            836,533
            
            
            
            4,153,492Contractual
                services
            
            
            135,000
            
            
            
            -
            
            
            
            160,000
            
            
            
            25,120
            
            
            
            979,574Legal
                and accounting
            
            
            34,441
            
            
            
            38,304
            
            
            
            154,114
            
            
            
            123,602
            
            
            
            779,070Product
                development costs
            
            
            6,966
            
            
            
            18,283
            
            
            
            22,022
            
            
            
            76,247
            
            
            
            406,944Travel
            
            
            20,955
            
            
            
            38,048
            
            
            
            97,598
            
            
            
            127,070
            
            
            
            381,091Office
                and equipment rental
            
            
            8,783
            
            
            
            11,554
            
            
            
            25,534
            
            
            
            28,506
            
            
            
            134,421Office
                supplies and expenses
            
            
            919
            
            
            
            4,979
            
            
            
            13,744
            
            
            
            13,813
            
            
            
            181,002Telephone
            
            
            5,084
            
            
            
            7,462
            
            
            
            18,915
            
            
            
            19,594
            
            
            
            102,564Advertising
            
            
            10,919
            
            
            
            5,141
            
            
            
            12,919
            
            
            
            12,602
            
            
            
            66,573Other
            
            
            1,284
            
            
            
            8,948
            
            
            
            4,150
            
            
            
            11,958
            
            
            
            98,217Depreciation
                expense
            
            
            6,578
            
            
            
            6,608
            
            
            
            19,734
            
            
            
            18,051
            
            
            
            56,622Total
                operating expenses
            
            
            362,832
            
            
            
            342,104
            
            
            
            1,252,207
            
            
            
            1,293,096
            
            
            
            7,339,570Net
                loss before income taxes
            
            
            (351,819
            )
            
            
            (328,928
            )
            
            
            (1,205,988
            )
            
            
            (1,263,455
            )
            
            
            (7,275,770
            )


Provision
                for income taxes
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Net
                loss
            
            $
            (351,819
            )
            
            $
            (328,928
            )
            
            $
            (1,205,988
            )
            
            $
            (1,263,455
            )
            
            $
            (7,275,770
            )Net
                loss applicable to common shareholders:Basic
                and diluted
            
            $
            (0.01
            )
            
            $
            (0.01
            )
            
            $
            (0.02
            )
            
            $
            (0.02
            )Weighted
                average sharesBasic
                and diluted
            
            
            67,438,100
            
            
            
            54,970,100
            
            
            
            63,837,100
            
            
            
            53,351,200See
                accompanying notes to financial statements.





-3-





**DATA
                CALL TECHNOLOGIES, INC.**(A
                Development Stage Company)**Condensed
                Statements of Cash Flows**Nine
                months ended September 30, 2007 and 2006(Unaudited)Cumulativetotals
                frominception
                toSeptember
                30,2007
            
            
            2006
            
            
            2007Cash
                flows from operating activities:Net
                loss
            
            $
            (1,205,988
            )
            
            $
            (1,263,455
            )
            
            $
            (7,275,770
            )Adjustments
                to reconcile net loss to netcash
                used in operating activities:Depreciation
            
            
            19,734
            
            
            
            18,051
            
            
            
            56,622Common
                stock issued for services
            
            
            260,000
            
            
            
            261,000
            
            
            
            3,183,082Stock
                options and warrants issued for services
            
            
            142,936
            
            
            
            3,015
            
            
            
            142,936Amortization
                of deferred stock compensation
            
            
            67,499
            
            
            
            5,556
            
            
            
            77,222(Increase)
                decrease in operating assets:Accounts
                receivable
            
            
            (6,746
            )
            
            
            (13,112
            )
            
            
            (16,770
            )Other
                assets
            
            
            -
            
            
            
            -
            
            
            
            (5,255
            )Increase
                (decrease) in operating liabilities:Accounts
                payable
            
            
            (13,515
            )
            
            
            (2,140
            )
            
            
            74,006Accrued
                expenses
            
            
            -
            
            
            
            (20,000
            )
            
            
            -Net
                cash used in operating activities
            
            
            (736,080
            )
            
            
            (1,011,085
            )
            
            
            (3,763,927
            )Cash
                flows from investing activities:Purchase
                of property and equipment
            
            
            -
            
            
            
            (11,886
            )
            
            
            (118,304
            )Net
                cash used in investing activities
            
            
            -
            
            
            
            (11,886
            )
            
            
            (118,304
            )


Cash
                flows from financing activities:Proceeds
                from issuance of common shares under private placement
            
            
            495,000
            
            
            
            395,000
            
            
            
            3,668,450Proceeds
                from issuance of redeemable common sharesunder
                private placement
            
            
            -
            
            
            
            -
            
            
            
            204,400Proceeds
                from short-term borrowings from shareholders
            
            
            -
            
            
            
            -
            
            
            
            50,000Net
                cash provided by financing activities
            
            
            495,000
            
            
            
            395,000
            
            
            
            3,922,850Net
                increase (decrease) in cash
            
            
            (241,080
            )
            
            
            (627,971
            )
            
            
            40,619Cash
                at beginning of year
            
            
            281,699
            
            
            
            671,228
            
            
            
            -Cash
                at end of period
            
            $
            40,619
            
            
            $
            43,257
            
            
            $
            40,619Supplemental
                schedule of cash flow information:Non-cash
                transactions:Issuance
                of common stock for conversion of short-term borrowingfrom
                shareholder
            
            $
            50,000
            
            
            $
            -
            
            
            $
            50,000See
                accompanying notes to financial statements.




-4-


**DATA
      CALL TECHNOLOGIES, INC.**




**Notes
      to Financial statements**








**(1)           General**





Data
      Call Technologies, Inc. (the
      "Company") was incorporated under the laws of the State of Nevada in
      2002.  The Company's mission is to integrate cutting-edge information
      delivery solutions that are currently deployed by the media, and put them within
      the control of retail and commercial enterprises.  The Company's
      software and services put its clients in control of real-time advertising,
      news,
      and other content, including emergency alerts, within one building or 10,000,
      local or thousands of miles away.  The Company is a development stage
      company.





The
      accompanying unaudited financial statements have been prepared in accordance
      with U. S. generally accepted accounting principles (“GAAP”) for interim
      financial information and with the instructions to Form
      10-QSB.  Accordingly, they do not include all of the information and
      footnotes required by GAAP for complete financial statements.  In the
      opinion of management, all adjustments (consisting of normal recurring
      adjustments) considered necessary for a fair presentation have been
      included.  Operating results for the nine months period ended
      September 30, 2007 are not indicative of the results that may be expected for
      the year ending December 31, 2007.





As
      contemplated by the Securities and Exchange Commission (SEC) under Rules of
      Regulation S-B, the accompanying financial statements and related footnotes
      have
      been condensed and do not contain certain information that will be included
      in
      the Company's annual financial statements and footnotes thereto.  For
      further information, refer to the Company's audited consolidated financial
      statements and related footnotes thereto included in the Company's annual report
      on Form 10-KSB for the year ended December 31, 2006.





**(2)           Use
      of Estimates**





The
      preparation of financial statements in conformity with U. S. GAAP requires
      management to make estimates and assumptions that affect the reported amounts
      of
      assets and liabilities and disclosure of contingent assets and liabilities
      at
      the date of the financial statements and the reported amounts of revenues and
      expenses during the reporting period.  Actual results could vary from
      those estimates.





**(3)**
            **Recent
                Accounting Pronouncements**





In
      June
      2006, the FASB issued FIN No. 48, *Accounting for Uncertainty in Income Taxes
– an interpretation of FASB Statement No. 109,* which clarifies the
      accounting for uncertainty in income taxes recognized in an enterprise’s
      financial statements in accordance with FASB Statement No. 109, *Accounting
      for Income Taxes.*The interpretation 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
      No. 48 requires recognition of tax benefits that satisfy a greater than 50%
      probability threshold.  FIN No. 48 also provides guidance on
      derecognition, classification, interest and penalties, accounting in interim
      periods, disclosure, and transition.  FIN
      No. 48 is effective for us beginning January 1, 2007.  We are
      assessing the potential impact that the adoption of FIN No. 48 will have on
      our
      financial statements.




-5-





In
      May
      2005, the Financial Accounting Standards Board (*“FASB”*) issued
      Statement of Financial Accounting Standard (*“SFAS”*) No. 154,
*Accounting Changes and Error Corrections*.  SFAS No. 154
      replaces Accounting Principles Board Opinion No. 20, *Accounting
      Changes*, and SFAS No. 3, *Reporting Accounting Changes in Internal
      Financial Statements*, and changes the requirements for the accounting for
      and reporting of a change in accounting principle.  SFAS No. 154
      requires retrospective application of changes in accounting principle to prior
      periods’ financial statements, unless it is impracticable to determine either
      the period-specific effects or the cumulative effect of the change. SFAS No.
      154
      is effective for accounting changes and corrections of errors made in fiscal
      years beginning after December 15, 2005.  The Company adopted
      SFAS No. 154 on January 1, 2006.  Any impact on the
      Company’s consolidated results of operations and earnings per share will be
      dependent on the amount of any accounting changes or corrections of errors
      whenever recognized.







In
      2006,
      the Financial Accounting Standards Board issued the following:






-
      SFAS
      No. 155: *Accounting for Certain Hybrid Financial
      Instruments*






*-
      SFAS No. 156: Accounting for Servicing of Financial Assets*






*-
      SFAS No. 157: Fair Value Measurements*






*-
      SFAS No. 158: Employers’ Accounting for Defined Benefit Pension and Other
      Postretirement Plans*






*-
      SFAS No. 159: The Fair Value Option for Financial Assets and Financial
      Liabilities—Including an amendment of FASB Statement No. 115*






*-
      FIN
      No. 48: Accounting for Uncertainty in Income Taxes—an interpretation of FASB
      Statement No. 109*






Management
      has reviewed these new standards and believes that they have no impact on the
      financial statements of the Company at this time; however, they may apply
      in the future.







**(4)           Capital
      Stock, Options and Warrants**





The
      Company is authorized to issue up to 10,000,000 shares of Preferred Stock,
      $.001
      par value per share, of which none are presently outstanding.  The
      Preferred Stock may be issued in one or more series, the terms of which may
      be
      determined at the time of issuance by the Board of Directors, without further
      action by stockholders, and may include voting rights (including the right
      to
      vote as a series on particular matters), preferences as to dividends and
      liquidation, conversion, redemption rights and sinking fund
      provisions.





The
      Company is authorized to issue up to 200,000,000 shares of Common Stock, of
      which 68,668,100 shares were issued and outstanding at September 30, 2007,
      and
      17,600,000 shares were reserved for issuance pursuant to the exercise of
      outstanding stock options and warrants as of September 30, 2007.




-6-


In
      addition to the amount of common shares issued and outstanding as noted above,
      2,044,000 shares were issued and are in the hands of shareholders at September
      30, 2007; however, these shares are not included in the Company’s permanent
      equity at September 30, 2007.  These shares are considered “Redeemable
      Common Stock” and are included in the financial statements as a long-term
      liability.





During
      January 2007, the Company issued options to the Company’s Chief Executive
      Officer, Chief Financial Officer and the Chief Operating Officer to purchase
      2,000,000, 500,000 and 1,250,000 shares, respectively, of the Company’s common
      stock at a price of $.10 per share.  The options expire three years
      from the date of the grant (January 17, 2007).  The options were
      valued at $43,875 and were granted for services previously performed; therefore,
      the total amount was expensed and is included in stock-based compensation for
      the nine month period ended September 30, 2007.  During June 2007, the
      Company issued 2,000,000 warrants to the Company Vice President of Operations
      to
      purchase the Company's common stock at a price of $.10 per share.  The
      warrants will vest over a three-year period and will expire three years from
      the
      vesting date of the warrants.  The warrants were valued at $104,800,
      and will be amortized over a 36-month period.  $11,653 was amortized
      to expense during the nine months ended September 30, 2007.





During
      the nine-month period ended September 30, 2007, the Company issued options
      to
      three employees to purchase 2,650,000 shares of the Company’s common stock at a
      price of $.10 per share.  The options expire three years from the date
      of the grant (January 17 through February 7, 2007).  The options were
      valued at $31,605 and were granted for services previously performed; therefore,
      the total amount was expensed and is included in stock-based compensation for
      the three-month period ended March 31, 2007.





The
      following table summarizes information about options and warrants outstanding
      at
      September 30, 2007 and 2006:





Shares
            
            
            Weighted
                Average Exercise Price September 30, 2007
            
            
            Shares
            
            
            Weighted
                Average Exercise Price September 30, 2006Outstanding
                at beginning of year
            
            
            3,500,000
            
            
            $
            .10
            
            
            
            3,000,000
            
            
            $
            .10Granted
            
            
            14,100,000
            
            
            
            .10
            
            
            
            500,000
            
            
            
            .10Exercised
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Canceled
            
            
            -
            
            
            
            -
            
            
            
            -
            
            
            
            -Outstanding
                at end of year
            
            
            17,600,000
            
            
            
            .10
            
            
            
            3,500,000
            
            
            $
            .10Weighted
                average fair value of options and
              warrants
                granted during the period
            
            $
            .10
            
            
            $
            .10
            
            
            None
            
            
            $
            .10Exercisable
                at end of quarter
            
            
            17,600,000
            
            
            $
            .10
            
            
            3,000,000
            
            
            $
            .10


Stock-based
      compensation is composed of the following for the nine-months ended September
      30, 2007 and 2006:





**2007**
            
            
            **2006**Stock-based
                compensation at fair value
            
            $
            260,000
            
            
            $
            261,000Amortization
                of deferred stock compensation
            
            
            67,499
            
            
            
            5,556Option
                and warrants
            
            
            142,936
            
            
            
            3,015Total
                stock-based compensation expense
            
            $
            470,435
            
            
            $
            269,571




-7-








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





CERTAIN
      STATEMENTS IN THIS QUARTERLY REPORT ON FORM 10-QSB (THIS "FORM 10-QSB"),
      CONSTITUTE "FORWARD LOOKING STATEMENTS" WITHIN THE MEANING OF SECTION 27A OF
      THE
      SECURITIES ACT OF 1934, AS AMENDED, AND THE PRIVATE SECURITIES LITIGATION REFORM
      ACT OF 1995 (COLLECTIVELY, THE "REFORM ACT"). CERTAIN, BUT NOT NECESSARILY
      ALL,
      OF SUCH FORWARD-LOOKING STATEMENTS CAN BE IDENTIFIED BY THE USE OF
      FORWARD-LOOKING TERMINOLOGY SUCH AS "BELIEVES", "EXPECTS", "MAY", "SHOULD",
      OR
      "ANTICIPATES", OR THE NEGATIVE THEREOF OR OTHER VARIATIONS THEREON OR COMPARABLE
      TERMINOLOGY, OR BY DISCUSSIONS OF STRATEGY THAT INVOLVE RISKS AND UNCERTAINTIES.
      SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES
      AND OTHER FACTORS WHICH MAY CAUSE THE ACTUAL RESULTS, PERFORMANCE OR
      ACHIEVEMENTS OF DATA CALL TECHNOLOGIES, INC. ("DATA CALL", THE "COMPANY", "WE",
      "US" OR "OUR") TO BE MATERIALLY DIFFERENT FROM ANY FUTURE RESULTS, PERFORMANCE
      OR ACHIEVEMENTS EXPRESSED OR IMPLIED BY SUCH FORWARD-LOOKING STATEMENTS.
      REFERENCES IN THIS FORM 10-QSB, UNLESS ANOTHER DATE IS STATED, ARE TO SEPTEMBER
      30, 2007.





**BUSINESS
      HISTORY:**





Data
      Call
      Technologies, Inc. ("Data Call," "we," and "us") was incorporated on April
      4,
      2002, as Data Call Wireless. We subsequently filed Articles of Amendment with
      the Nevada Secretary of State and changed our name to Data Call Technologies
      on
      June 19, 2003. On March 1, 2006, we filed Amended and Restated Articles of
      Incorporation with the Secretary of State of Nevada to change our name to Data
      Call Technologies, Inc., and to increase the authorized shares of common stock
      to 200,000,000 shares and to authorize 10,000,000 shares of preferred
      stock.





**Business
      Operations**





We
      currently offer our Direct Lynk Messenger service to customers through the
      Internet. The Direct Lynk Messenger Service is a Digital Signage product and
      real-time information service which provides "a la carte" client selection
      (via
      our internet web portal) of a wide range of up-to-date information, as well
      as
      custom messaging services for display. The Direct Lynk Messenger service is
      able
      to work concurrently with customers' existing digital signage
      systems.





Digital
      Signage is a relatively new and exciting method advertisers can use to promote,
      inform, educate, and entertain clients and customers about their businesses
      and
      products. Through Digital Signage, companies and businesses can use a single
      television or a series of flat screen televisions to market their services
      and
      products on site to their clients and customers in real time. Additionally,
      because Digital Signage advertising takes place in real time, businesses can
      change their marketing efforts at a moments notice. We believe this real time
      advertising better allows companies to tailor their advertising to individual
      customers, and thereby advertise and sell inventory which appeals to those
      individual customers, thereby increasing sales and revenues. Benefits to Digital
      Signage compared to regular print or video advertising include, being able
      to
      immediately change a digitally displayed image or advertisement depending on
      the
      business’s current clients and customers, and not getting locked into print
      advertising days or months in advance, which may become stale or obsolete prior
      to the advertising date of such print advertising.





Data
      Call
      specializes in allowing its clients to create their own Digital Signage
      advertising on the fly, through a portal on its website, www.datacalltech.com.
      Our clients are able to pick and choose which of our text feeds (described
      below) they choose from our web application, via the
      Internet,  delivered to digital display devices (plasma, LCD,
      Jumbotron, etc.) at their establishments. The only requirements our clients
      must
      have are 1) a supported third party digital signage solution, or similar device,
      which receives the data from our servers via the Internet, and displays the
      content on digital displays and 2) an Internet connection.






-8-


The
      Direct Lynk System is supported by various third party systems, varying in
      cost
      from $350 to $5,000, such as those marketed by 3M Digital Signage, Adaptive
      LED
      BroadSign, ChyTV, Helius, Key West Technologies, Planar, Scala, and Vertigo
      X
      Media .





The
      Direct Lynk System not only allows customers to select from the pre-determined
      data and information services described below, but also allows customers to
      add
      their own user defined text messages and advertising to the data feed, by
      picking and choosing what information they would like to view on their digital
      displays. The client may therefore have any message they would like presented
      to
      their viewers at a moments notice, and pick which individual locations and
      which
      displays they would like to receive our feeds based on how their digital signage
      network is configured.





The
      current types of data and information, for which a client is able to subscribe
      to through the Direct Lynk System include:





o
            Headline
                News top world and national news headlines (six headlines updated
                every 30
                minutes);o
            Business
                News top business headlines (six headlines updated every 30
                minutes);o
            Financial
                Highlights world-based financial indicators (ten indicators updated
                every
                30 minutes during NYSE market hours);o
            Entertainment
                News top entertainment headlines (six headlines updated every 30
                minutes);o
            Health/Science
                News top science/health headlines (six headlines updated every 30
                minutes);o
            Quirky
                News Bits latest off-beat news headlines (six headlines updated every
                30
                minutes);o
            Sports
                Headlines top sports headlines (six headlines updated every 30
                minutes)o
            Latest
                Sports Lines - latest sports odds for NFL, NBA, NHL, NCAA Football
                and
                NCAA Basketball;o
            National
                Football League latest game schedule (updated once per day) and in-game
                updates (updated continuously);o
            National
                Basketball Association - latest game schedule (updated once per day)
                and
                in-game updates (updated continuously);o
            Major
                League Baseball - latest game schedule (updated once per day) and
                in-game
                updates (updated continuously);o
            National
                Hockey League - latest game schedule (updated once per day) and in-game
                updates (updated continuously);o
            NCAA
                Football - latest game schedule (updated once per day) and in-game
                updates
                (updated continuously) ;o
            NCAA
                Men's Basketball - latest game schedule (updated once per day) and
                in-game
                updates (updated continuously);o
            Professional
                Golf Association top 10 leaders continuously updated throughout the
                four-day tournament;





-9-


o
            NASCAR
                top 10 race positions updated every 20 laps throughout the
                race;o
            Major
                league soccer;o
            Arena
                Football;o
            Computer
                industry news;o
            Listings
                of the day's horoscopes;o
            Listings
                of the birthdays of famous persons born on each day;o
            Amber
                alerts;o
            Listings
                of historical events which occurred on each day in history;
                ando
            Localized
                Traffic and Weather Forecasts.





In
      addition to the above information categories and the client-generated messages,
      we may, at our discretion, include a Public Service Announcement, third-party
      advertisement (for additional revenue streams) and/or a Data Call tag line
      to
      our streaming text advertising in the future.





As
      of
      November 13, 2007, we had approximately forty-two clients who pay us
      subscription fees in connection with our Direct Lynk feeds, which subscription
      fees totaled $58,009 for the year ended December 31, 2006, and $82,146 for
      the
      nine months ended September 30, 2007.





**Patents,
      Trademarks & Licenses**





We
      currently have a word trademark for the term “N-Formation,” filed with the
      United States Trademark Office, Serial Number 77232574.





We
      have
      no patents, patent applications, trademarks, trademark applications or licenses
      covering our Direct Lynk Messenger service, other than the word mark described
      above. We may choose to file a patent application in the future, if our
      management feels it is in our best interest and raises sufficient capital to
      pay
      for the legal costs associated with such filing, but we currently have no plans
      to file such application. As we have no current patents on our technology,
      we
      can provide investors no assurances that another company does not already have
      a
      patent on our technology, that we are not in violation of such patent, if one
      exists, and/or that we can assert patent rights against another company that
      utilizes the same technology as us.





**Recent
      Events:**




On
      or
      about April 26, 2007, we entered into a services agreement with AudioStocks
      Inc.
      (“AudioStocks”). Pursuant to the agreement, AudioStocks agreed to assign two
      individuals to work on our account, in connection with shareholder
      communications, to introduce us to their market maker, investment bank and
      broker/dealer, to place a feature placement of our company on their website,
      AudioStocks.com, to interview our key management one-on-one, which interview
      shall be placed on their website, and to undertake various other promotion
      services on our behalf. The agreement was in effect for a period of 180 days,
      and we agreed to issue AudioStocks 250,000 restricted shares of common stock
      in
      connection with the agreement, which shares have been issued to AudioStocks
      to
      date.






-10-





On
      or
      about August 2, 2007, we entered into a services agreement with Stockguru.com
      (“Stockguru”), whereby Stockguru agreed to provide us investor awareness
      coverage on its webpage, and to distribute our press
      releases and trade alerts.  The period of the services agreement was
      for 90 days, and we agreed to issue Stockguru 300,000 restricted shares of
      common stock in connection with such services agreement.





On
      or
      about August 7, 2007, we entered into a services agreement with WallStreet
      Direct, Inc. (“WallStreet”).  Pursuant to the agreement, which has a
      term of three months, WallStreet agreed to perform certain services for us
      in
      connection with an investor awareness campaign, including drafting and
      disseminating certain press releases, audiomercials, and to use its best efforts
      to promote a market in our common stock on its webpage.  In
      consideration for the services to be performed by WallStreet, we issued
      WallStreet 800,000 shares of restricted common stock.





Effective
      June 15, 2007, we entered into a one year Executive Employment Agreement with
      Ed
      Kessing, to serve as our Vice President of Operations (the “Employment
      Agreement”).  The Employment Agreement automatically renews for
      additional one year terms, unless either party gives the other of their intent
      to terminate within sixty days of such renewal date, for us to three
      years.   In consideration for Mr. Kessing agreeing to the terms
      of the Employment Agreement, we agreed to pay Mr. Kessing a one time fee of
      $5,000, to pay him $85,000 per year, to issue him 500,000 share of restricted
      common stock, and to grant him 2,000,000 warrants to purchase shares of the
      Company’s common stock (the “Warrants”).  The Warrants are exercisable
      for shares of the Company’s common stock at an exercise price of $0.10 per
      share.  Mr. Kessing is to vest 500,000 of the Warrants upon the day
      prior to the one (1) year anniversary of the Effective Date of this Employment
      Agreement, June 14, 2008; 500,000 of the Warrants upon the day prior to the
      two
      (2) year anniversary of the Effective Date of the Employment Agreement, June
      14,
      2009 and 1,000,000 Warrants upon the day prior to the third (3) anniversary
      of
      the Effective Date of the Employment Agreement, June 14, 2010 (each a “Vesting
      Date”), assuming that Executive is still employed under his Employment Agreement
      on each such Vesting Dates.  The Warrants expire if unexercised upon
      the earlier of: the third (3) anniversary of their Vesting Date; or one hundred
      and twenty (120) days after termination of Mr. Kessing’s employment with the
      Company.





In
      August
      2007, we entered into a Services Agreement with Todd Bailey, an individual,
      pursuant to which Mr. Bailey agreed to perform computer programming services
      and
      web development services.  Pursuant to the agreement, Mr. Bailey
      agreed to work at least 10 hours per week on Company matters, but that Mr.
      Bailey would not in any case work less than 258 hours during the term of the
      agreement on the Company’s behalf.  The agreement is to expire after
      the expiration of 6 months from the parties entry into the agreement, or after
      the 258 hours of required work has been completed by Mr. Bailey.  We
      agreed to issue Mr. Bailey 100,000 Form S-8 registered shares of common stock
      in
      consideration for services rendered under the agreement.  The
      agreement can be cancelled by either party with thirty days prior written
      notice, provided however that Mr. Bailey shall only be able to retain the
      pro-rata amount of shares that he earned (based on hours worked) pursuant to
      the
      agreement.  Mr. Bailey agreed that he would only be allowed to sell a
      maximum of 10,000 of the shares per month.  We issued Mr. Bailey the
      shares in October 2007, but have yet to register the shares on a Form S-8 as
      of
      the date of this filing.





On
      September 25, 2007, we entered into an Exclusive Marketing Agreement (the
“Marketing Agreement”) with Leightronix, Inc., a Michigan corporation
      (“Leightronix”).  Pursuant to the Marketing Agreement, we agreed to
      provide Leightronix the exclusive rights, throughout the United States, to
      market our Direct Lynk Messenger System to public access television, educational
      access television and government access television subscribers (collectively
      “PEG”).  Leightronix agreed to pay us an upfront fee in connection
      with our entry into the Marketing Agreement, and to pay us an annual fee per
      Direct Lynk System subscriber as set forth in the Marketing
      Agreement.  Leightronix also agreed to honor and maintain a minimum
      number of Direct Lynk System clients per month, as set forth in the Marketing
      Agreement, which increases over time.





In
      connection with the Marketing Agreement, we agreed to provide Leightronix all
      sales leads, sales, information calls and processes related to the delivery
      of
      the Direct Lynk System and sales of the Direct Lynk System.  In the
      event that we are approached by a prior client about additional sales, such
      sales shall be covered under the Marketing Agreement, but we may charge a $75
      one time administrative fee in connection with such sales.  We also
      agreed to provide Leightronix the right of first refusal to market the Direct
      Lynk System to industries outside of PEG, after first obtaining written approval
      from us for such marketing efforts.




-11-





Pursuant
      to the Marketing Agreement, Leightronix will be responsible for the management
      of the client account hardware, software and delivery systems relating to sales
      made by Leightronix, which falls within the scope of PEG.  We agreed
      to be responsible for the design, development, production and performance of
      the
      Direct Lynk System, and to acquire hardware, software and internet bandwidth
      for
      the purpose of providing dedicated Direct Lynk System services to the PEG
      subscribers.  We also agreed to provide technical support to
      Leightronix as needed.





The
      term
      of the Marketing Agreement is for three years, and the agreement is
      automatically renewed for additional one year terms unless terminated by the
      mutual consent of the parties, or as described below.





The
      Marketing Agreement can be terminated by us or Leightronix:





·
            with
                60 days written notice in the event either party breaches any provision
                of
                the Marketing Agreement;





·
            by
                us or Leightronix with 30 days written notice if either party enters
                into
                or files for bankruptcy;





·
            by
                us or Leightronix with 60 days prior written notice, if because of
                change
                in ownership or management, such party believes that Leightronix’s ability
                to meet the terms of the Marketing Agreement will be adversely
                affected;





·
            by
                us, with 30 days prior written notice, if we or Leightronix engages
                in any
                deceptive or illegal practices in connection with the sale of the
                Direct
                Lynk System,





·
            or
                by 90 days written notice from either party after the expiration
                of the
                Marketing Agreement, or any subsequent renewal
                thereof.





**Subsequent
      Events:**





On
      or
      about October 10, 2007, we entered into a one year, renewable contract with
      Adtek Media's PumpTopTV division to incorporate our product into the national
      roll-out of one of the largest out of home media networks, which is being
      deployed on self-serve gas pumps.





On
      or
      about November 16, 2007, we entered into a Financial and Accounting Consulting
      Agreement with Everett R. Bassie, an individual (the “Financial Consulting
      Agreement”).  Pursuant to the Financial Consulting Agreement, Mr.
      Bassie agreed to perform services on our behalf in connection with the
      preparation of our financial statements for the years ended December 31, 2007,
      2008 and 2009, our Form 10-KSB and 10-QSB filings, and the preparation of
      various of our financial statements contained in quarterly reports for the
      years
      ended December 31, 2007, 2008 and 2009.  The term of the Financial and
      Accounting Consulting Agreement was from July 1, 2007, the effective date of
      the
      agreement, through June 30, 2010.  We agreed to issue Mr. Bassie
      1,000,000 shares of restricted common stock (which we agreed to register on
      a
      Form SB-2 registration statement within 12 months of the date of the agreement);
      1,000,000 shares of common stock which we agreed to register on a Form S-8;
      and
      an aggregate of 1,000,000 warrants to purchase shares of our common stock at
      an
      exercise price of $0.10 per share, of which 350,000 warrants shall vest on
      the
      first anniversary of the effective date of the agreement, 350,000 warrants
      shall
      vest upon the second anniversary of the effective date of the agreement, and
      the
      remaining 300,000 warrants shall vest upon the third anniversary of the
      effective date of the agreement, and shall expire three years from their vesting
      date or 120 days from the date of the termination of the Financial Consulting
      Agreement.  In the event of a change of control of the Company, all of
      the warrants shall vest to Mr. Bassie immediately and shall be valid until
      three
      years from the date of such change of control or their original vesting date,
      whichever is longer.  The Financial Consulting Agreement can be
      terminated by either party with thirty days prior written notice or by the
      mutual agreement of the parties.






-12-





**PLAN
      OF OPERATIONS**





We
      believe that we can continue our business operations for approximately the
      next
      three (3) to four (4) months, assuming our current rate of monthly expenditure
      (as described below), our current number of employees, and our other expenses
      do
      not increase significantly, due to the approximately $40,619 of cash on hand
      that we had as of September 30, 2007, and the fact that we are currently
      generating a small amount of revenues through subscriptions to our Direct Lynk
      system. In the event that our current monthly rate of expenditure, the number
      of
      employees we employ and/or any of our other expenses increase, we may be
      forced to raise additional capital within the next three (3) to four (4) months
      or sooner. We do not currently have any plans to increase our monthly
      expenditures or number of employees. Moving forward, we anticipate the need
      for
      approximately $350,000 in additional funding to continue our operations for
      the
      next twelve months, and as such we may need to raise additional capital through
      the sale of shares of our common stock subsequent to the filing of this
      report.





During
      the last three months, the Company has implemented cost management measurements
      to reduce monthly expenditures.  Our current rate of monthly
      expenditures is now approximately $45,000 or a 30% reduction from the previous
      quarter.  We will continue these efforts to streamline operations, as
      we focus on increasing sales and gross revenues over the next twelve
      months.  We currently have no plans to increase the number of
      employees we employ.  However, as new opportunities present
      themselves, we may find it necessary to bring human resources on staff to
      accommodate the preparations for those opportunities.





Recent
      partner, marketing and/or customer agreements have allowed us to expand our
      product line into the Public Access Broadcast arena (i.e. Leightronix), as
      well
      as providing our product line to an industry leader in the ad-revenue based
      model of digital signage (i.e. AdTek Media).  Moving forward, we feel
      these two vertical market opportunities will provide strong positive growth
      over
      the next thirty-six months, of which there can be no assurance.




We
      plan
      to continue to grow our business and market our Direct Lynk System to potential
      customers over the course of the next twelve months by marketing our technology
      to digital signage manufacturers, trade magazines, trade shows and call centers.
      We will also continue on a limited basis our practice of providing potential
      customers free trials of the Direct Lynk System, for which we will receive
      no
      revenue, in an attempt to build both product awareness for the Direct Lynk
      System and to potentially lead to sales down the road, which in the opinion
      of
      our management has been successful both in building brand awareness for the
      Direct Lynk System and in bringing in new clients for
      subscriptions.





We
      are
      planning and negotiating with current vendors and partners to expand our
      offering to cell phone subscribers.  Hardware, software and sales
      processes are currently being modified and/or developed and we may test this
      model in the first quarter of 2008.  Upon completion of a successful
      pilot test, and subsequent deployment of the model, this opportunity may provide
      another ad-revenue based vertical market for the Company.  However, as
      we have not tested the model to date, there can be no assurance that we it
      will
      be successful or that we will have sufficient revenues to implement the model
      into our business operations.





**COMPARISON
      OF OPERATING RESULTS**





**RESULTS
      OF OPERATIONS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 2007, COMPARED TO THE
      THREE MONTHS ENDED SEPTEMBER 30, 2006**





We
      had
      $26,733 of sales revenue for the three months ended September 30, 2007, compared
      to $38,647 of sales revenue for the three months ended September 30, 2006,
      a
      decrease in sales revenue of $11,914 or 31% from the prior period. Sales
      revenues for the three months ended September 30, 2007 consisted of subscription
      fees received in connection with the Direct Lynk System. The decrease in sales
      revenue was mainly due to the Company obtaining a number of short-term
      subscription fees during the three months ended September 30, 2006, which had
      expired as of the three months ended September 30, 2007, as opposed
      to the Company obtaining a number of long-term subscriptions during calendar
      2007, which are being amortized over the term of the subscriptions and therefore
      result in lower revenue for the three months ended September 30,
      2007.




-13-





We
      had
      cost of sales of $15,720 for the three months ended September 30, 2007, compared
      to cost of sales of $25,471 for the three months ended September 30, 2006,
      a
      decrease of $9,751 or 38.3% from the prior period.  Our costs of sales
      decreased for the three months ended September 30, 2007, compared to the three
      months ended September 30, 2006, due to the Company being able to obtain
      long-term versus short term contracts during the three months ended September
      30, 2007, which costs of sales are recognized over the term of the agreements,
      instead of at one time, as was the case with our cost of sales for the three
      months ended September 30, 2006.





We
      had a
      gross margin of $11,013 for the three months ended September 30, 2007, compared
      to a gross margin of $13,176 for the three months ended September 30, 2006,
      a
      decrease in gross margin of $2,163 or 16.4% from the prior period. The decrease
      in gross margin was mainly due to the $11,914 decrease in our sales revenues
      relating to our Direct Link System for the three months ended September 30,
      2007, compared to the three months ended September 30, 2006, which was offset
      by
      the $9,751 decrease in cost of sales for the three months ended September 30,
      2007, compared to the three months ended September 30, 2006.





We
      had
      total operating expenses of $362,832 for the three months ended September 30,
      2007, compared to total operating expenses of $342,104 for the three months
      ended September 30, 2006, an increase in total operating expenses of $20,728
      or
      6% from the prior period. The increase in total operating expenses was mainly
      due to a $135,000 increase in stock-based compensation for contractual services
      during the three months ended September 30, 2007 in connection with the issuance
      of various shares of common stock to consultants and employees during the three
      months ended September 30, 2007, as described in greater detail herein, which
      issuances were not represented during the three months ended September 30,
      2006,
      which was offset by a $70,874 or 35% decrease in employee compensation expense
      in connection with a reduction in the number of our employees for the three
      months ended September 30, 2007, compared to the three months ended September
      30, 2006.  If you subtract the stock-based compensation expenses from
      total expenses for the three months ended September 30, 2007, operating expenses
      actually decreased by $114,272 or 33.4% from total operating expenses for the
      three months ended September 30, 2006.  The decrease in cash operating
      expenses was due to management making a concerted effort to reduce operating
      expenses for the Company.





We
      had a
      net loss of $351,819 for the three months ended September 30, 2007, compared
      to
      a net loss of $328,928 for the three months ended September 30, 2006, an
      increase in net loss of $22,891 or 7% from the prior period. Net loss increased
      mainly due to an increase in the use of stock based compensation during the
      three months ended September 30, 2007, compared to no stock based compensation
      expense during the three months ended September 30, 2006, coupled with the
      $11,914 or 31% decrease in revenues for the three months ended September 30,
      2007, compared to the three months ended September 30, 2006, which was offset
      by
      a $9,751 or 38.3% decrease in cost of sales during the same period. The
      Company’s stock based compensation increased in connection with the Company’s
      effort to use stock based compensation in stead of cash compensation during
      the
      three months ended September 30, 2007, in an effort to conserve the use of
      the
      Company's cash.





**RESULTS
      OF OPERATIONS FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2007, COMPARED TO THE
      NINE
      MONTHS ENDED SEPTEMBER 30, 2006**





We
      had
      $82,146 of sales revenue for the nine months ended September 30, 2007, compared
      to $55,112 of sales revenue for the nine months ended September 30, 2006, an
      increase in sales revenue of $27,034 or 49% from the prior period. The increase
      in sales revenue was mainly due to increased subscription fees received in
      connection with a significant increase in the number of our paying customers
      during the nine months ended September 30, 2007, compared to the prior
      period.




-14-


We
      had
      cost of sales of $35,927 for the nine months ended September 30, 2007, compared
      to cost of sales of $25,471 for the nine months ended September 30, 2006, an
      increase in cost of sales of $10,456 or 41% from the prior period. Our cost
      of
      sales increased due to increased fees from our suppliers associated with
      subscriptions for our Direct Lynk System.





We
      had a
      gross margin of $46,219 for the nine months ended September 30, 2007, compared
      to a gross margin of $29,641 for the nine months ended September 30, 2006,
      an
      increase in gross margin of $16,578 or 56% from the prior period. The increase
      in gross margin was mainly due to the $27,034 increase in our sales revenue
      relating to our Direct Link System for the nine months ended September 30,
      2007,
      compared to the nine months ended September 30, 2006, which was offset by the
      $10,456 increase in cost of sales for the nine months ended September 30, 2007,
      compared to the nine months ended September 30, 2006.





We
      had
      total operating expenses of $1,252,207 for the nine months ended September
      30,
      2007, compared to total operating expenses of $1,293,096 for the nine months
      ended September 30, 2006, a decrease in total operating expenses of $40,889
      or
      3.2% from the prior period. The decrease in total operating expenses was mainly
      due to management efforts to reduce cash expenditures.  The main
      reasons for the decrease in expenses was a $113,056 or 13.5% decrease in
      employee compensation in connection with the reduction in the number of
      employees we employ, and a $54,225 or 71% decrease in production development
      costs, offset by a $134,880 or 537% increase in share based compensation for
      the
      nine months ended September 30, 2007, compared to the nine months ended
      September 30, 2006, in connection with us issuing shares of common stock and
      warrants (as described below) to consultants in lieu of cash consideration
      for
      services rendered.





We
      had a
      net loss of $1,205,988 for the nine months ended September 30, 2007, compared
      to
      a net loss of $1,263,455 for the nine months ended September 30, 2006, a
      decrease in net loss of $57,467 or 4.5% from the prior period. Net loss decrease
      mainly due to an increase of $27,034 or 49% in revenues, and a decrease of
      $40,889 or 3.2% in expenses, offset by an increase of $10,456 or 41% in cost
      of
      sales for the nine months ended September 30, 2007, compared to the nine months
      ended September 30, 2006.








**LIQUIDITY
      AND CAPITAL RESOURCES**





We
      had
      total current assets of $57,389, consisting of $40,619 of cash and $16,770
      of
      accounts receivable as of September 30, 2007. Total current assets decreased
      by
      $234,334 or 80.3% compared to total current assets of $291,723 as of December
      31, 2006, which decrease was mainly due to a $241,080 or 85.6% decrease in
      cash,
      which represented funds used to support our day to day operations, salaries
      and
      legal and accounting expenses associated with being a publicly traded
      company.





We
      had a
      working capital deficit of $16,617 at September 30, 2007, compared to positive
      working capital of $154,202 at December 31, 2006.





We
      had
      total liabilities of $278,406 as of September 30, 2007, which included $74,006
      of current liabilities, which consisted solely of accounts payable, and $204,400
      of redeemable common stock. Redeemable common stock consisted of shares of
      common stock sold to certain investors from 2003-2006, which investors may
      have
      ongoing rescission rights, even though those investors previously rejected
      our
      rescission offer to them to return their shares of our common stock for their
      original subscription cost plus statutory interest. While we are obligated
      to
      carry the $204,400 in redeemable common stock on our balance sheet as a
      liability, we believe that the likelihood of any of the shareholders who hold
      those shares exercising their remaining rescission rights, if any, is very
      small.





We
      had
      net cash used in operating activities of $736,080 for the nine months ended
      September 30, 2007, as opposed to net cash used in operating activities of
      $1,011,085 for the nine months ended September 30, 2006.  The amount
      of net cash used for the nine months ended September 30, 2007 was mainly due
      to
      $1,205,988 of net loss offset by $470,435 in non-cash expenses for stock-based
      compensation.




-15-


We
      had
      $495,000 of net cash provided by financing activities due to proceeds from
      the
      issuance of stock during the nine months ended September 30, 2007, from the
      sale
      of 4,950,000 shares of our common stock for $0.10 per share, and various
      warrants to purchase shares of our common stock at an exercise price of $0.10
      per share, to various accredited investors, pursuant to a private placement
      offering during the nine months ended September 30, 2007, which sales are
      described in greater detail below under “Unregistered Sales of Equity
      Securities.”





We
      believe that with our current rate of monthly expenditures of approximately
      $45,000, we will require approximately $350,000 to maintain our operations
      for
      the next twelve months. We plan to raise additional capital through the sale
      of
      debt and/or equity, which sales may cause dilution to our then existing
      shareholders, moving forward if needed to support our ongoing operations and
      expenses. We can provide no assurances that we will be able to raise additional
      capital in the future, and/or that such sales of securities will not be on
      unfavorable terms.




Although
      we hope to generate meaningful revenues sufficient to support our operations
      in
      the next six months, if we are unsuccessful in generating such revenues, we
      will
      likely need to take steps to raise equity capital or to borrow additional funds,
      to continue our operations and meet our upcoming liabilities, as described
      above. We have no commitments from officers, Directors or affiliates to provide
      funding. Our failure to obtain adequate additional financing may require us
      to
      delay, curtail or scale back some or all of our operations.





Additionally,
      our quarterly expenses will likely increase as we have become a reporting
      company as we will need to continue filing quarterly and annual reports with
      the
      Securities and Exchange Commission, which will need to contain disclosures
      drafted by our legal counsel and financial statements reviewed and/or audited
      by
      our independent auditors. Additionally, we will need to file reports on Form
      8-K
      with the Commission regarding significant contracts and material events in
      our
      business operations.







**RISK
      FACTORS**





Our
      securities are highly speculative and should only be purchased by persons who
      can afford to lose their entire investment in our Company. If any of the
      following risks actually occur, our business and financial results could be
      negatively affected to a significant extent. The Company's business is subject
      to many risk factors, including the following:





**WE
      REQUIRE ADDITIONAL FINANCING TO CONTINUE OUR BUSINESS
      PLAN.**





We
      believe that we can continue our business operations for approximately the
      next
      three (3) to four (4) months, assuming our current rate of monthly expenditure,
      approximately $45,000 per month, our current number of employees remains the
      same, and other expenses do not increase significantly, due to the approximately
      $40,619 of cash on hand that we had as of September 30, 2007, and the amount
      of
      revenue we generate through subscriptions of our Direct Lynk System. We do
      not
      have any commitments or identified sources of additional capital from third
      parties or from our officers, Directors or majority shareholders. We have
      generated limited revenues to date. Since inception, we have depended mainly
      on
      financing raised through the sale of our common stock to support our operations.
      There is no assurance that additional financing will be available on favorable
      terms in the future, if at all or that our Direct Lynk System will ever generate
      enough revenues for us to sustain our operations. If we are unable to raise
      additional financing in the future or our current rate of expenditure increases
      significantly, it would have a materially adverse effect upon our ability to
      fully implement our business plan and/or to continue with our current
      operations. Any additional financing may involve dilution to our then-existing
      shareholders, which could result in a decrease in the value of our
      securities.




-16-





**WE
      HAVE GENERATED ONLY LIMITED REVENUES IN THE PAST, AND MAY NOT GENERATE ANY
      REVENUES IN THE FUTURE.**





We
      have
      generated only limited revenues through sales of subscriptions to our Direct
      Lynk System since its implementation and have generated limited total revenues
      to date. We have offered free trials to numerous companies in the past and
      continue to offer free trials to companies, which we believe provides those
      companies an opportunity to try out our products and see how they may be able
      to
      implement the Direct Lynk System in their businesses. While we believe that
      we
      offer a unique product which has many beneficial marketing uses for potential
      customers, we cannot provide any assurances that there will be future demand
      for
      our products at the prices we may charge, or at all, as we have only sold a
      limited number of subscriptions for our Direct Lynk System in the past. If
      we are unable to generate significant revenues through the sale of subscriptions
      for our Direct Lynk System in the future, we will likely be forced to abandon
      our business operations, causing any investment in us to become
      worthless.




**WE
      RELY ON JAMES AMMONS, LARRY MOSLEY AND TIMOTHY VANCE, OUR KEY MANAGEMENT AND
      IF
      THEY ARE LOST, IT WOULD HAVE A MATERIALLY ADVERSE AFFECT ON OUR BUSINESS
      OPERATIONS.**





Our
      success depends upon the personal efforts and abilities of James Ammons, our
      Chief Executive Officer, President, Treasurer, Secretary and Director; Larry
      Mosley our Chief Financial Officer and Director; Timothy Vance our Director
      of
      Customer Support and Director; and James Tevis our Chief Technology Officer,
      Chief Operating Officer and Chief Engineer. Our ability to operate and implement
      our business plan is heavily dependent upon the continued service of Messrs.
      Ammons, Mosley, Vance and Tevis, as well as our ability to attract, retain
      and
      motivate other qualified personnel. Messrs. Mosley, Vance and Tevis entered
      into
      three year employment contracts with us on October 1, 2005, which are renewable
      upon the mutual acceptance of both parties; and Mr. Ammons entered into a five
      year employment agreement with us to serve as our Chief Executive Officer and
      President on February 8, 2006, with an effective date of January 1, 2006. We
      face aggressive and continued competition for such personnel and we cannot
      be
      certain that we will be able to attract, retain and motivate such personnel
      in
      the future. The loss of Messrs. Ammons, Mosley, Vance or Tevis, or our inability
      to hire, retain and motivate qualified sales, marketing and management personnel
      would have a material adverse effect on our business and operations and would
      likely result in a decrease in the value of our securities.





**WE
      HAVE HAD DISPUTES WITH PEOPLE AFFILIATED WITH US IN THE PAST AND CANNOT PROVIDE
      ANY ASSURANCE THAT WE WILL NOT CONTINUE TO HAVE DISPUTES WITH THESE PEOPLE
      AND/OR NEW PEOPLE AFFILIATED WITH US IN THE FUTURE.**





We
      have
      had various disputes with our former officers and Directors as well as previous
      disputes with our current shareholders. If our current shareholders, current
      or
      former employees or Directors and/or anyone we are affiliated with have disputes
      with us in the future, we could be forced to expend substantial additional
      resources in defense of such disputes, which could force us to curtail or
      abandon our business operations, and/or divert our resources away from our
      operations.





**WE
      DEPEND HEAVILY ON OUR ABILITY TO MARKET OUR PRODUCTS TO POTENTIAL
      CONSUMERS.**





We
        depend
        on our marketing department, which currently consists of three (3) of our
        employees, to make consumers and potential customers aware of our products.
        Since inception we have spent approximately $2,000,000 on research, development
        and marketing activities associated with our Direct Lynk System. If our
        marketing department fails to make potential customers aware of our products
        and
        the advantages and possibilities we believe they bring to potential customers,
        it is not likely that we will be able to generate enough revenues to continue
        with research and development on new products and improve our current products.
        If this were to happen, it is likely that our products will become stagnant
        and
        we will not be able to
        compete in the market. If you invest in us and we fail to properly market
        our
        products, we could be forced to curtail our business plan or discontinue
        our
        business operations altogether.
  -17-





**FUTURE
      GOVERNMENT REGULATION OF THE INTERNET MAY ADVERSELY IMPACT OUR BUSINESS
      OPERATIONS.**





We
      are
      dependent upon the Internet in connection with our business operations. The
      United States Federal Communications Commission (the "FCC") does not currently
      regulate companies that provide services over the Internet, as it does common
      carriers or tele-communications service providers. Notwithstanding the current
      state of the FCC's rules and regulations, the FCC's potential jurisdiction
      over
      the Internet is broad because the Internet relies on wire and radio
      communications facilities and services over which the FCC has long-standing
      authority. Compliance with future government regulation of the Internet could
      result in increased costs which would have a material adverse effect on our
      business, operating results and financial condition, and which would lower
      the
      value of any of our securities which are held by you as an
      investor.





**OUR
      LIMITED OPERATING HISTORY MAKES IT DIFFICULT TO FORECAST OUR FUTURE RESULTS,
      MAKING ANY INVESTMENT IN US HIGHLY SPECULATIVE.**





As
      a
      result of our limited operating history, our historical financial and operating
      information is of limited value in predicting our future operating results.
      We
      may not accurately forecast customer behavior and recognize or respond to
      emerging trends, changing preferences or competitive factors facing us, and,
      therefore, we may fail to make accurate financial forecasts. Our current and
      future expense levels are based largely on our investment plans and estimates
      of
      future revenue. As a result, we may be unable to adjust our spending in a timely
      manner to compensate for any unexpected revenue shortfall, which could then
      force us to curtail or cease our business operations.





**OUR
      VULNERABILITY TO SECURITY BREACHES, GLITCHES AND OTHER COMPUTER FAILURES COULD
      HARM OUR FUTURE CUSTOMER RELATIONSHIPS AND OUR ABILITY TO ESTABLISH OUR FUTURE
      CUSTOMER BASE.**





Because
      we offer the majority of our services through our Internet website
      (www.datacalltech.com), the secure transmission of confidential information
      over
      public networks is a critical element of our operations. A party who is able
      to
      circumvent security measures could misappropriate proprietary information or
      cause interruptions in our operations. If we are unable to prevent unauthorized
      access to our users' information and transactions, our customer relationships
      will be harmed. Although we currently implement security measures, these
      measures may not prevent future security breaches. Additionally, heavy stress
      placed on our systems could cause our systems to fail or cause our systems
      to
      operate at speeds unacceptable to our users. If this were to happen, we could
      lose customers and if severe enough, we could be forced to curtail or abandon
      our business plan, which would decrease the value of any investment you have
      in
      us.




**WE
      RELY ON THE INTERNET INFRASTRUCTURE, AND ITS CONTINUED COMMERCIAL VIABILITY,
      OVER WHICH WE HAVE NO CONTROL AND THE FAILURE OF WHICH COULD SUBSTANTIALLY
      UNDERMINE OUR BUSINESS STRATEGY.**





Our
      success depends, in large part, on other companies maintaining the Internet
      system infrastructure, including maintaining a reliable network backbone that
      provides adequate speed, data capacity and security. If the Internet continues
      to experience significant growth in the number of users, frequency of use and
      amount of data transmitted, as well as the number of malicious viruses and
      worms
      introduced onto the Internet, the infrastructure of the Internet may be unable
      to support the demands placed on it, and as a result, the Internet's performance
      or reliability may suffer. Because we rely heavily on the Internet, this would
      make our business less profitable and would lead to a decrease in the value
      of
      our common stock.




-18-


**OUR
      SYSTEMS AND OPERATIONS ARE VULNERABLE TO DAMAGE OR INTERRUPTION FROM FIRE,
      FLOOD, POWER LOSS, TELECOMMUNICATIONS FAILURE, BREAK-INS, EARTHQUAKE AND SIMILAR
      EVENTS.**





Our
      website and systems are hosted by a third party. We are dependent on our systems
      and ability to stream information over the Internet to consumers. If our systems
      fail or become unavailable, it would harm our reputation, result in a loss
      of
      current and potential customers and could cause us to breach existing
      agreements. Our success depends, in part, on the performance, reliability and
      availability of our services. Our systems and operations could be damaged or
      interrupted by fire, flood, power loss, telecommunications failure, Internet
      breakdown, break-in, earthquake and similar events. We would face significant
      damage as a result of these events. For these reasons, we may be unable to
      develop or successfully manage the infrastructure necessary to meet current
      or
      future demands for reliability and scalability of our systems. If this were
      to
      happen, we would likely lose customers and our revenues would decrease, causing
      any investment in us to decease in value as well.





**WE
      HAVE NO ISSUED PATENTS OR PENDING PATENT APPLICATIONS FOR OUR TECHNOLOGY AND
      THEREFORE CANNOT STOP OTHER COMPANIES FROM LAWFULLY PRACTICING TECHNOLOGY
      SIMILAR TO OURS AND MAY BE SUED BY COMPANIES IN THE FUTURE CLAIMING OUR
      ACTIVITIES INFRINGE ON THEIR PATENT RIGHTS.**





We
      have
      no issued patents or pending patent applications for our technology in the
      United States or any other country and therefore cannot stop other companies
      from lawfully practicing technology identical or similar to ours in the future.
      If we are sued by another company claiming our activities infringe on their
      patent, we could be forced to abandon using our Direct Lynk System or other
      technology and/or expend substantial expenses in defending against another
      company's claims. This could have a severely adverse affect on our revenues
      and
      could force us to cease our business operations.





**OUR
      AUDITORS HAVE EXPRESSED A CONCERN ABOUT OUR ABILITY TO CONTINUE AS A GOING
      CONCERN.**





Our
      auditors, in our audited financial statements expressed a concern about our
      ability to continue as a going concern. We had working capital deficit of
      $16,617 and an accumulated deficit of $7,275,770 as of September 30, 2007,
      and
      have generated limited revenues to date. These factors raise substantial doubt
      as to whether we will be able to continue as a going concern. The financial
      statements do not include any adjustments relating to the recoverability and
      classification of liabilities that might be necessary should we be unable to
      continue as a going concern.





**OUR
      TOTAL AMOUNT OF ISSUED AND OUTSTANDING SHARE AMOUNTS MAY BE INCORRECT, AND
      WE
      MAY HAVE OUTSTANDING SHARES WHICH ARE UNACCOUNTED FOR.**





While
      we
      have engaged a transfer agent to keep track of and verify the number of our
      outstanding shares, we may still have shares for which we have issued stock
      certificates which may not currently be reflected on our transfer agent's
      records.  While we believe that the number of outstanding shares
      listed throughout this report is correct, we have received correspondence from
      a
      small number of shareholders in the past regarding share certificates and
      alleged outstanding shares, and which were not reflected in our shareholder
      records which we either previously took action to reflect as issued and
      outstanding and/or are looking into the validity of. Furthermore, the majority
      of our shares which are held by our non-affiliates were purchased in private
      transactions, and the purchased shares were then issued and entered into our
      stock records. Due to the large number of these transactions which have occurred
      since our inception, we cannot be certain that all shares purchased by
      shareholders were entered into our stock records, entered correctly and/or
      that
      all shareholders who purchased shares received share certificates to evidence
      their purchases. As a result, we may have a larger number of shares outstanding
      than we currently show on our shareholders list. This difference, if present,
      may force us to revise our Registration Statement and/or our historical
      financial statements.  Additionally,
      if substantial shares are outstanding, which are not reflected in our
      shareholder records, it could cause the value of our common stock held by
      investors to decrease in value or become worthless.




-19-





**OUR
      FORM SB-2 OFFERING IS SUBJECT TO CERTAIN SUITABILITY STANDARDS IMPOSED BY THE
      STATE OF CALIFORNIA AND THE CALIFORNIA SECTION 25104(H) SECONDARY TRADING
      EXEMPTION HAS BEEN WITHHELD BY CALIFORNIA IN CONNECTION WITH THE OFFERING.
      AS
      SUCH, IF YOU PURCHASE SHARES OF COMMON STOCK IN OUR OFFERING, YOU MUST COMPLY
      WITH THE SUITABILITY STANDARDS AND YOU MAY NOT BE ABLE TO RESELL YOUR SHARES
      OF
      COMMON STOCK TO ANYONE RESIDING IN CALIFORNIA.**





The
      California Corporations Commission has imposed certain "Suitability Standards"
      on sales of shares in the State of California, pursuant to our Form SB-2
      offering, declared effective with the Commission on November 13, 2006 (the
      “Offering”) requiring each individual or entity who purchases shares pursuant to
      the Offering in California to certify the following: that they have minimum
      annual gross income of at least $65,000 and a net worth of at least $250,000,
      or, in the alternative; 2) a minimum net worth of $500,000, regardless of annual
      gross income; and 3) provided that the investor's purchase will not exceed
      10%
      of his or her net worth. The California Corporations Commissioner has also
      withheld the secondary trading exemption provided by Section 25104(h) of the
      California Corporations Code, and as such, investors who purchase shares in
      the
      Offering will need to find a different trading exemption to resell their shares
      in California, if one is available, of which there can be no assurance. Because
      of the requirements imposed by the California Corporations Commission on our
      Offering, and the requirements that each selling shareholder of our common
      stock
      must undertake, if you purchase shares of our common stock pursuant to our
      Offering, you may not be able to resell your shares of common stock to anyone
      in
      California, if at all.




**NEVADA
      LAW AND OUR ARTICLES OF INCORPORATION AUTHORIZE US TO ISSUE SHARES OF PREFERRED
      STOCK, WHICH SHARES MAY HAVE RIGHTS AND PREFERENCES GREATER THAN THE COMMON
      STOCK OFFERED THROUGH THIS PROSPECTUS.**





Pursuant
      to our Articles of Incorporation, as amended and restated, we have 200,000,000
      shares of common stock and 10,000,000 shares of preferred stock authorized.
      As
      of the filing of this report, we have 73,512,000 shares of common stock issued
      and outstanding and - 0 - shares of preferred stock issued and outstanding.
      As a
      result, our Board of Directors has the ability to issue a large number of
      additional shares of common stock without shareholder approval, which if issued
      would cause substantial dilution to our then shareholders. Additionally, shares
      of preferred stock may be issued by our Board of Directors without shareholder
      approval with voting powers, and such preferences and relative, participating,
      optional or other special rights and powers as determined by our Board of
      Directors. As a result, shares of preferred stock may be issued by our Board
      of
      Directors which cause the holders to have super majority voting power over
      our
      shares, provide the holders of the preferred stock the right to convert the
      shares of preferred stock they hold into shares of our common stock, which
      may
      cause substantial dilution to our then common stock shareholders and/or have
      other rights and preferences greater than those of our common stock
      shareholders. Investors should keep in mind that the Board of Directors has
      the
      authority to issue additional shares of common stock and preferred stock, which
      could cause substantial dilution to our existing shareholders. Additionally,
      the
      dilutive effect of any preferred stock, which we may issue may be exacerbated
      given the fact that such preferred stock may have super majority voting rights
      and/or other rights or preferences which could provide the preferred
      shareholders with voting control over us subsequent to this offering and/or
      provide those holders the power to prevent or cause a change in control. As
      a
      result, the issuance of shares of common stock and/or preferred stock may cause
      the value of our securities to decrease and/or become worthless.





**WE
      FACE A RISK OF A CHANGE IN CONTROL DUE TO THE FACT THAT OUR CURRENT OFFICERS
      AND
      DIRECTORS DO NOT OWN A MAJORITY OF OUR OUTSTANDING COMMONS
      STOCK.**





Our
      current officers and Directors can vote an amount of common stock equal to
      less
      than approximately twenty-five percent (25%) of our outstanding common stock.
      As
      a result, our officers and Directors may not exercise majority voting control
      over us and our shareholders who are not officers and Directors of us may
      be
      able to obtain a sufficient number of votes to choose who serves as our
      Directors. Because of this, the current composition of our Board of Directors
      may change in the future, which could in turn have an effect on those
      individuals who currently serve in management positions with us. If that were
      to
      happen, our new management could affect a change in our business focus and/or
      curtail or abandon our business operations, which in turn could cause the value
      of our securities, if any, to decline.




-20-





**OUR
      ARTICLES OF INCORPORATION, AS AMENDED, AND BYLAWS LIMIT THE LIABILITY OF, AND
      PROVIDE INDEMNIFICATION FOR, OUR OFFICERS AND DIRECTORS.**





Our
      Articles of Incorporation, as amended, generally limit our officers' and
      directors' personal liability to the Company and its stockholders for breach
      of
      fiduciary duty as an officer or director except for breach of the duty of
      loyalty or acts or omissions not made in good faith or which involve intentional
      misconduct or a knowing violation of law. Our Articles of Incorporation, as
      amended, and Bylaws provide indemnification for our officers and directors
      to
      the fullest extent authorized by the Nevada General Corporation Law against
      all
      expense, liability, and loss, including attorney's fees, judgments, fines excise
      taxes or penalties and amounts to be paid in settlement reasonably incurred
      or
      suffered by an officer or director in connection with any action, suit or
      proceeding, whether civil or criminal, administrative or investigative
      (hereinafter a "Proceeding") to which the officer or director is made a party
      or
      is threatened to be made a party, or in which the officer or director is
      involved by reason of the fact that he or she is or was an officer or director
      of the Company, or is or was serving at the request of the Company as an officer
      or director of another corporation or of a partnership, joint venture, trust or
      other enterprise whether the basis of the Proceeding is alleged action in
      an official capacity as an officer or director, or in any other capacity while
      serving as an officer or director. Thus, the Company may be prevented from
      recovering damages for certain alleged errors or omissions by the officers
      and
      directors for liabilities incurred in connection with their good faith acts
      for
      the Company. Such an indemnification payment might deplete the Company's assets.
      Stockholders who have questions respecting the fiduciary obligations of the
      officers and directors of the Company should consult with independent legal
      counsel. It is the position of the Securities and Exchange Commission that
      exculpation from and indemnification for liabilities arising under the 1933
      Act
      and the rules and regulations thereunder is against public policy and therefore
      unenforceable.





**IF
      WE ARE LATE IN FILING OUR QUARTERLY OR ANNUAL REPORTS WITH THE SEC, WE MAY
      BE
      DE-LISTED FROM THE OVER-THE-COUNTER BULLETIN BOARD.**





Pursuant
      to Over-The-Counter Bulletin Board ("OTCBB") rules relating to the timely filing
      of periodic reports with the SEC, any OTCBB issuer which fails to file a
      periodic report (Form 10-QSB's or 10-KSB's) by the due date of such report
      (not
      withstanding any extension granted to the issuer by the filing of a Form
      12b-25), three (3) times during any twenty-four (24) month period is
      automatically de-listed from the OTCBB. Such removed issuer would not be
      re-eligible to be listed on the OTCBB for a period of one-year, during which
      time any subsequent late filing would reset the one-year period of de-listing.
      If we are late in our filings three times in any twenty-four (24) month period
      and are de-listed from the OTCBB, our securities may become worthless and we
      may
      be forced to curtail or abandon our business plan.





**IN
      THE FUTURE, WE WILL INCUR SIGNIFICANT INCREASED COSTS AS A RESULT OF OPERATING
      AS A FULLY REPORTING COMPANY IN CONNECTION WITH SECTION 404 OF THE SARBANES
      OXLEY ACT, AND OUR MANAGEMENT WILL BE REQUIRED TO DEVOTE SUBSTANTIAL TIME TO
      NEW
      COMPLIANCE INITIATIVES.**





Moving
      forward, we anticipate incurring significant legal, accounting and other
      expenses in connection with our status as a fully reporting public company.
      The
      Sarbanes-Oxley Act of 2002 (the "Sarbanes-Oxley Act") and new rules subsequently
      implemented by the SEC have imposed various new requirements on public
      companies, including requiring changes in corporate governance practices. As
      such, our management and other personnel will need to devote a substantial
      amount of time to these new compliance initiatives. Moreover, these rules and
      regulations will increase our legal and financial compliance costs and will
      make
      some activities more time-consuming and costly. In addition, the Sarbanes-Oxley
      Act requires, among
      other things, that we maintain effective internal controls for financial
      reporting and disclosure of controls and procedures. In particular, commencing
      in calendar 2007, we must perform system and process evaluation and testing
      of
      our internal controls over financial reporting to allow management and our
      independent registered public accounting firm to report on the effectiveness
      of
      our internal controls over financial reporting, as required by Section 404
      of
      the Sarbanes-Oxley Act. Our testing, or the subsequent testing by our
      independent registered public accounting firm, may reveal deficiencies in our
      internal controls over financial reporting that are deemed to be material
      weaknesses. Our compliance with Section 404 will require that we incur
      substantial accounting expense and expend significant management efforts. We
      currently do not have an internal audit group, and we will need to hire
      additional accounting and financial staff with appropriate public company
      experience and technical accounting knowledge. Moreover, if we are not able
      to
      comply with the requirements of Section 404 in a timely manner, or if we or
      our
      independent registered public accounting firm identifies deficiencies in our
      internal controls over financial reporting that are deemed to be material
      weaknesses, the market price of our stock could decline, and we could be subject
      to sanctions or investigations by the SEC or other regulatory authorities,
      which
      would require additional financial and management resources.




-21-





**WE
      CURRENTLY HAVE A VERY LIMITED MARKET FOR OUR COMMON STOCK ON THE OTCBB, AND
      WE
      ANTICIPATE SUCH MARKET BEING HIGHLY ILLIQUID, SPORADIC AND VOLATILE IN THE
      FUTURE.**





The
      market for our common stock on the OTCBB is illiquid, sporadic and highly
      volatile, as well as being subject to wide fluctuations in response to several
      factors, including, but not limited to:





(1) actual
      or anticipated variations in our results of operations;


(2) our
      ability or inability to generate new revenues;


(3) the
      number of shares in our public float;


(4) increased
      competition; and


(5) conditions
      and trends in the market for digital signage and/or advertising materials in
      general.




Furthermore,
      because our common stock is traded on the over the counter bulletin board,
      our
      stock price may be impacted by factors that are unrelated or disproportionate
      to
      our operating performance. These market fluctuations, as well as general
      economic, political and market conditions, such as recessions, interest rates
      or
      international currency fluctuations may adversely affect the market price of
      our
      common stock. Additionally, at present, we have a very limited number of shares
      in our public float, and as a result, there could be extreme fluctuations in
      the
      price of our common stock. Further, due to the limited volume of our shares
      which trade and our limited public float, we believe that our stock prices
      (bid,
      asked and closing prices) are entirely arbitrary, are not related to the actual
      value of the Company, and do not reflect the actual value of our common stock
      (and in fact reflect a value that is much higher than the actual value of our
      common stock). Shareholders and potential investors in our common stock should
      exercise caution before making an investment in the Company, and should not
      rely
      on the publicly quoted or traded stock prices in determining our common stock
      value, but should instead determine value of our common stock based on the
      information contained in the Company's public reports, industry information,
      and
      those business valuation methods commonly used to value private
      companies.




**INVESTORS
      MAY FACE SIGNIFICANT RESTRICTIONS ON THE RESALE OF OUR COMMON STOCK DUE TO
      FEDERAL REGULATIONS OF PENNY STOCKS**





Our
      common stock will likely be subject to the requirements of Rule 15(g)9,
      promulgated under the Securities Exchange Act as common stock which is
      considered a "penny stock" under the Securities Exchange Act. Under such rule,
      broker-dealers who recommend low-priced securities to persons other than
      established customers and accredited investors must satisfy special sales
      practice requirements, including a requirement that they make an individualized
      written suitability determination for the purchaser and receive the purchaser's
      consent prior to the transaction. The Securities Enforcement Remedies and Penny
      Stock Reform Act of 1990 also requires additional disclosure in connection
      with
      any trades involving a stock defined as a penny stock. The required penny stock
      disclosures include the delivery, prior to any transaction,
      of a disclosure schedule explaining the penny stock market and the risks
      associated with it. Such requirements could severely limit the market liquidity
      of the securities and the ability of purchasers to sell their securities in
      the
      secondary market.





-22-


**ITEM
      3. CONTROLS AND PROCEDURES**





(a)
      Evaluation of disclosure controls and procedures. Our Chief Executive Officer
      and Principal Financial Officer, after evaluating the effectiveness of our
      "disclosure controls and procedures" (as defined in the Securities Exchange
      Act
      of 1934 Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered
      by
      this Quarterly Report on Form 10-QSB (the "Evaluation Date"), have concluded
      that as of the Evaluation Date, our disclosure controls and procedures are
      effective to provide reasonable assurance that information we are required
      to
      disclose in reports that 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 rules and forms, and that such information
      is
      accumulated and communicated to our management, including our Chief Executive
      Officer and Principal Financial Officer, as appropriate, to allow timely
      decisions regarding required disclosure.





(b)
      Changes in internal control over financial reporting. There were no changes
      in
      our internal control over financial reporting during our most recent calendar
      quarter that materially affected, or were reasonably likely to materially
      affect, our internal control over financial reporting.










-23-





**PART
      II - OTHER INFORMATION**





**ITEM
      1. LEGAL PROCEEDINGS**





We
      previously had discussions with our former President and Director, Richard
      Clemens, who claimed that he was owed approximately 4,500,000 shares of Data
      Call's common stock, as well as certain other amounts in consideration for
      services rendered to Data Call. Data Call believes that Mr. Clemens may have
      made false and misleading statements to shareholders, violated US tax laws
      in
      connection with his receipt of payments for services from Data Call, and
      diverted company monies for his own personal use in violation of his duty of
      loyalty and care which he was to provide to us and our shareholders in
      connection with his positions as a fiduciary of Data Call.  We had no
      contact with Mr. Clemens regarding the matters disclosed above for approximately
      the last six to twelve months, and do not currently believe that the allegations
      by Mr. Clemens pose a current threat of legal proceedings against
      us.





Additionally,
      from time to time, we may become a party to litigation or other legal
      proceedings that we consider to be a part of the ordinary course of our
      business.






















-24-


**ITEM
      2. UNREGISTERED SALES OF EQUITY SECURITIES**





In
      July
      2007, we issued an aggregate of 500,000 shares of restricted common stock to
      Ed
      Kessing, in connection with and pursuant to the terms of his employment
      agreement.  We claim an exemption from registration afforded by
      Section 4(2) of the Securities Act of 1933, as amended, since the foregoing
      issuance did not involve a public offering, the recipient took the securities
      for investment and not resale and we took appropriate measures to restrict
      transfer. No underwriters or agents were involved in the foregoing issuance
      and
      no underwriting discounts or commissions were paid by us.





In
      July
      2007, we also issued 2,000,000 warrants to purchase shares of the Company’s
      common stock (the “Warrants”), to Mr. Kessing, which Warrants are exercisable
      for shares of the Company’s common stock at an exercise price of $0.10 per
      share.  Mr. Kessing is to vest 500,000 of the Warrants upon the day
      prior to the one (1) year anniversary of the Effective Date of this Employment
      Agreement, June 14, 2008; 500,000 of the Warrants upon the day prior to the
      two
      (2) year anniversary of the Effective Date of the Employment Agreement, June
      14,
      2009 and 1,000,000 Warrants upon the day prior to the third (3) anniversary
      of
      the Effective Date of the Employment Agreement, June 14, 2010 (each a “Vesting
      Date”), assuming that Executive is still employed under his Employment Agreement
      on each such Vesting Dates.  The Warrants expire if unexercised upon
      the earlier of: the third (3) anniversary of their Vesting Date; or one hundred
      and twenty (120) days after termination of Mr. Kessing’s employment with the
      Company.  We claim an exemption from registration afforded by Section
      4(2) of the Securities Act of 1933, as amended, since the foregoing issuance
      did
      not involve a public offering, the recipient took the securities for investment
      and not resale and we took appropriate measures to restrict transfer. No
      underwriters or agents were involved in the foregoing issuance and no
      underwriting discounts or commissions were paid by us.





In
      July
      2007, we sold 1,000,000 units, each consisting of one share of common stock,
      and
      one three year warrant to purchase one share of common stock at an exercise
      price of $0.10 per share to an individual in consideration for $100,000 or
      $0.10
      per unit. We claim an exemption from registration afforded by Section 4(2)
      of
      the Securities Act of 1933, as amended, since the foregoing issuance did not
      involve a public offering, the recipient took the securities for investment
      and
      not resale and we took appropriate measures to restrict transfer. No
      underwriters or agents were involved in the foregoing issuance and no
      underwriting discounts or commissions were paid by us.





On
      or
      about August 2, 2007, we entered into a services agreement with Stockguru.com
      (“Stockguru”), whereby Stockguru agreed to provide us investor awareness
      coverage on its webpage, and to distribute our press releases and trade
      alerts.  The period of the services agreement was for 90 days, and we
      agreed to issue Stockguru 300,000 restricted shares of common stock in
      connection with such services agreement.  We claim an exemption from
      registration afforded by Section 4(2) of the Securities Act of 1933, as amended,
      since the foregoing issuance did not involve a public offering, the recipient
      took the securities for investment and not resale and we took appropriate
      measures to restrict transfer. No underwriters or agents were involved in the
      foregoing issuance and no underwriting discounts or commissions were paid by
      us.





On
      or
      about August 7, 2007, we entered into a services agreement with WallStreet
      Direct, Inc. (“WallStreet”).  Pursuant to the agreement, which has a
      term of three months, WallStreet agreed to perform certain services to us in
      connection with an investor awareness campaign, including drafting and
      disseminating certain press releases, audiomercials, and to use its best efforts
      to promote a market in our common stock on its webpage.  In
      consideration for the services to be performed by WallStreet, we issued
      WallStreet 800,000 shares of restricted common stock.  We claim an
      exemption from registration afforded by Section 4(2) of the Securities Act
      of
      1933, as amended, since the foregoing issuance did not involve a public
      offering, the recipient took the securities for investment and not resale and
      we
      took appropriate measures to restrict transfer. No underwriters or agents were
      involved in the foregoing issuance and no underwriting discounts or commissions
      were paid by us.




-25-





In
      August
      2007, we sold an aggregate of 200,000 shares of our common stock to an unrelated
      company for $20,000 or $0.10 per share.  Additionally, in September
      2007, our Board of Directors agreed to issue the shareholder who purchased
      the
      200,000 shares of common stock and warrants to purchase an aggregate of 200,000
      shares of our common stock at an exercise price of $0.10 per share, which
      warrants have a three year term.  We claim an exemption from
      registration afforded by Section 4(2) of the Securities Act of 1933, as amended,
      since the foregoing issuance did not involve a public offering, the recipient
      took the securities for investment and not resale and we took appropriate
      measures to restrict transfer. No underwriters or agents were involved in the
      foregoing issuance and no underwriting discounts or commissions were paid by
      us.





In
      September 2007, we sold 750,000 units, each consisting of one share of common
      stock, and one three year warrant to purchase one share of common stock at
      an
      exercise price of $0.10 per share to an individual in consideration for $75,000
      or $0.10 per unit. We claim an exemption from registration afforded by Section
      4(2) of the Securities Act of 1933, as amended, since the foregoing issuance
      did
      not involve a public offering, the recipient took the securities for investment
      and not resale and we took appropriate measures to restrict transfer. No
      underwriters or agents were involved in the foregoing issuance and no
      underwriting discounts or commissions were paid by us.





On
      or
      about October 1, 2007, we entered into a service agreement with Radio
      Waves.  Pursuant to the agreement, which had a term of one year, Radio
      Waves agreed to perform certain services to us in connection with an investor
      awareness campaign, including providing live radio shows for the
      Company.  In consideration for the services to be performed by Radio
      Waves, we issued 1,500,000 shares of the Company's restricted common
      stock.  We claim an exemption from registration afforded by Section
      4(2) of the Securities Act of 1933, as amended, since the foregoing issuance
      did
      not involve a public offering, the recipient took the securities for investment
      and not resale and we took appropriate measures to restrict transfer. No
      underwriters or agents were involved in the foregoing issuance and no
      underwriting discounts or commissions were paid by us.





In
      October 2007, the Board of Directors agreed to grant Lee-Tzu Lin, an aggregate
      of 100,000 three year warrants to purchase shares of our common stock at an
      exercise price of $0.10 per share, in connection with Ms. Lin’s prior
      subscription for 500,000 shares of common stock on January 16, 2007, and as
      such, the Warrants had an effective date of January 16, 2007.  The
      Company had previously agreed to issue Ms. Lin the warrants in connection with
      and pursuant to her subscription agreement in January 2007.  We claim
      an exemption from registration afforded by Section 4(2) of the Securities Act
      of
      1933, as amended, since the foregoing issuance did not involve a public
      offering, the recipient took the securities for investment and not resale and
      we
      took appropriate measures to restrict transfer.





In
      October 2007, we issued 150,000 shares of the Company's restricted common stock
      to James Vance for services performed. We claim an exemption from registration
      afforded by Section 4(2) of the Securities Act of 1933, as amended, since the
      foregoing issuance did not involve a public offering, the recipient took the
      securities for investment and not resale and we took appropriate measures to
      restrict transfer. No underwriters or agents were involved in the foregoing
      issuance and no underwriting discounts or commissions were paid by
      us.





In
      October 2007, we issued 50,000 shares of the Company's restricted common stock
      to a consultant for services performed in connections with promotional
      activities. We claim an exemption from registration afforded by Section 4(2)
      of
      the Securities Act of 1933, as amended, since the foregoing issuance did not
      involve a public offering, the recipient took the securities for investment
      and
      not resale and we took appropriate measures to restrict transfer. No
      underwriters or agents were involved in the foregoing issuance and no
      underwriting discounts or commissions were paid by us.





In
      October 2007, we issued 100,000 shares of the Company's restricted common stock
      to Todd Bailey, a consultant to the Company pursuant to the Services Agreement,
      described above. We claim an exemption from registration afforded by Section
      4(2) of the Securities Act of 1933, as amended, since the foregoing issuance
      did not involve a public offering, the recipient took the securities for
      investment and not resale and we took appropriate measures to restrict transfer.
      No underwriters or agents were involved in the foregoing issuance and no
      underwriting discounts or commissions were paid by us. Although the shares
      were
      issued with restrictive legend, we have agreed to register the shares pursuant
      to a Form S-8 in the future.




-26-





On
      November 1, 2007, we issued 1,000,000 shares of the Company's restricted common
      stock to Tim Vance, Chief Operating Officer and Director, for services
      performed. We claim an exemption from registration afforded by Section 4(2)
      of
      the Securities Act of 1933, as amended, since the foregoing issuance did not
      involve a public offering, the recipient took the securities for investment
      and
      not resale and we took appropriate measures to restrict transfer. No
      underwriters or agents were involved in the foregoing issuance and no
      underwriting discounts or commissions were paid by us.





On
      or
      about November 16, 2007, we entered the Financial Consulting Agreement
      (described above) with Everett Bassie.  Pursuant to the Financial
      Consulting Agreement, we agreed to issue Mr. Bassie 1,000,000 shares of
      restricted common stock (which we agreed to register on a Form SB-2 registration
      statement within 12 months of the date of the agreement); 1,000,000 shares
      of
      common stock which we agreed to register on a Form S-8; and an aggregate of
      1,000,000 warrants to purchase shares of our common stock at an exercise price
      of $0.10 per share, of which 350,000 warrants shall vest on the first
      anniversary of the effective date of the agreement, 350,000 warrants shall
      vest
      upon the second anniversary of the effective date of the agreement, and the
      remaining 300,000 warrants shall vest upon the third anniversary of the
      effective date of the agreement, and shall expire three years from their vesting
      date or 120 days from the date of the termination of the Financial Consulting
      Agreement.  In the event of a change of control of the Company, all of
      the warrants shall vest to Mr. Bassie immediately and shall be valid until
      three
      years from the date of such change of control or their original vesting date,
      whichever is longer.  The shares and warrants described above have not
      been issued to date and have not been reflected in the issued and outstanding
      shares disclosed throughout this Form 10-QSB.  We will claim an
      exemption from registration afforded by Section 4(2) of the Securities Act
      of
      1933, as amended, for the above issuances (other than the shares which we plan
      to register on Form S-8), since the foregoing issuances will not involve a
      public offering, the recipient will take the securities for investment and
      not
      resale and we will take appropriate measures to restrict transfer. No
      underwriters or agents were involved in the foregoing issuances and no
      underwriting discounts or commissions were paid by us.





**ITEM
      3. DEFAULTS UPON SENIOR SECURITIES**





None.





**ITEM
      4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS**





None.





**ITEM
      5. OTHER INFORMATION**





None.





-27-


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





**a)
      Exhibits**




**Exhibit
                Number**
            **Description
                of Exhibit**3.1(1)
            Articles
                of Incorporation3.2(1)
            Certificate
                of Amendment to Articles of Incorporation3.3(2)
            Amended
                and Restated Articles of Incorporation3.4(1)
            Amended
                Bylaws10.1(1)
            James
                Ammons Employment Agreement10.2(1)
            James
                Ammons Option Agreement10.3(1)
            Larry
                Mosley Employment Agreement10.4(1)
            Addendum
                to Larry Mosley's Employment Agreement10.5(1)
            Tim
                Vance Employment Agreement


10.6(1)
            Addendum
                to Tim Vance's Employment Agreement10.7(3)
            Agreement
                with United Press International, with exhibits10.8(2)
            Data
                Call Technologies, Inc. Office Space Lease10.9(3)
            Content
                Licensing Agreement with plan_b media/Mindmatics, LLC10.10(3)
            First
                Amendment to Content Licensing Agreement with Mindmatics,
                LLC10.11(3)
            Agreement
                with Traffic.com (which we have not received a signed copy of from
                Traffic.com)10.12(4)(5)
            Reseller
                Agreement with Texas Digital Systems, Inc.10.13(3)
            Sample
                Reseller Agreement (substantially similar to the reseller agreements
                entered into with certain companies as described
                herein)10.14(5)
            Letter
                of Intent with Ariamedia Corporation10.15(4)(5)
            Services
                Agreement with 3M Company10.16(6)
            Debt
                Conversion Agreement with Milford
                Mast







-28-


10.17(6)
            David
                Loev Warrant Agreement10.18(6)
            Warrant
                Amendment Agreement with Everett Poe10.19(6)
            Option
                Agreement with James Ammons10.20(6)
            Option
                Agreement with Larry Mosley10.21(6)
            Option
                Agreement with James Vance10.22(6)
            Option
                Agreement with Timothy Vance10.23(6)
            Option
                Agreement with James Tevis10.24(6)
            Option Agreement
                with Everett Poe10.25(8)
            Exclusive
                Marketing Agreement with Leightronix, Inc. (with confidential pricing
                information removed)16.1(7)
            Letter
                from R.E. Bassie & Company31.1*
            Certificate
                of the Chief Executive Officer pursuant to Section 302 of the
                Sarbanes-Oxley Act of 200231.2*
            Certificate
                of the Chief Financial Officer pursuant to Section 302 of the
                Sarbanes-Oxley Act of 2002


32.1*
            Certificate
                of the Chief Executive Officer pursuant to Section 906 of the
                Sarbanes-Oxley Act of 200232.2*
            Certificate
                of the Chief Financial Officer pursuant to Section 906 of the
                Sarbanes-Oxley Act of 2002




*
      Filed
      herein.





(1) Filed
      as exhibits to our Form SB-2 Registration Statement filed with the Commission
      on
      February 21, 2006, and incorporated herein by reference.





(2)
      Filed
      as exhibits to our amended Form SB-2 Registration Statement filed with the
      Commission on June 29, 2006, and incorporated herein by reference.





(3)
      Filed
      as exhibits to our amended Form SB-2 Registration Statement filed with the
      Commission on August 18, 2006, and incorporated herein by
      reference.





(4)
      Certain portions of these documents are incorporated by reference
      herein  (which portions have been replaced by "X's") have been omitted in
      connection with a request for Confidential Treatment as submitted to the
      Commission.




-29-


(5)
      Filed
      as exhibits to our amended Form SB-2 Registration Statement filed with the
      Commission on October 26, 2006, and incorporated herein by
      reference.





(6)
      Filed
      as exhibits to our report on Form 10-KSB, filed with the Commission on April
      3,
      2007, and incorporated herein by reference.





(7)
      Filed
      as an exhibit to our report on Form 8-K, filed with the Commission on April
      27,
      2007, and incorporated herein by reference.





(8)
      Filed
      as an exhibit to our report on Form 8-K, filed with the Commission on October
      3,
      2007, and incorporated herein by reference.





**b)
      Reports on Form 8-K:**





We
      did
      not file any reports on Form 8-K during the period covered by this
      report.





We
      filed
      the following report on Form 8-K during the period subsequent to the period
      covered by this Report:





·
            We
                filed a report on Form 8-K on October 3, 2007, to report our entry
                into
                the Marketing Agreement with
                Leightronix.








**SIGNATURES**





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










**DATA
                CALL TECHNOLOGIES,
                INC.**DATED:
                November 19, 2007
            By:
                */s/ James Ammons*James
                AmmonsChief
                Executive Officer andPrincipal
                Financial Officer











-30-